Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 02, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
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 Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 223,863,231 | ||
Entity Public Float | $ 549,912,304 |
Consolidated Statements of Inco
Consolidated Statements of Income (Loss) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | |||
Revenues | $ 535,013 | $ 828,709 | $ 1,356,458 |
Cost of goods sold (excluding depreciation, depletion, and amortization shown separately) | 459,714 | 608,845 | 851,454 |
Operating expenses | |||
Selling, general and administrative expenses | 79,140 | 85,191 | 130,798 |
Depreciation, depletion and amortization expense | 72,276 | 66,754 | 59,379 |
Goodwill and other asset impairments | 93,148 | 87,476 | |
Restructuring charges | 1,155 | 9,221 | |
Other operating expense | 8,899 | 1,357 | 3,163 |
Income (loss) from operations | (179,319) | (30,135) | 311,664 |
Interest expense, net | 65,367 | 62,242 | 60,842 |
Gain on repurchase of debt, net | (5,110) | ||
Other non-operating expense (income) | (10) | 1,492 | 2,786 |
Income (loss) before provision for income taxes | (239,566) | (93,869) | 248,036 |
Provision (benefit) for income taxes | (99,441) | (1,939) | 77,413 |
Net income (loss) | (140,125) | (91,930) | 170,623 |
Less: Net income attributable to the non-controlling interest | 67 | 205 | 173 |
Net income (loss) attributable to Fairmount Santrol Holdings Inc. | $ (140,192) | $ (92,135) | $ 170,450 |
Earnings (loss) per share | |||
Basic | $ (0.78) | $ (0.57) | $ 1.08 |
Diluted | $ (0.78) | $ (0.57) | $ 1.03 |
Weighted average number of shares outstanding | |||
Basic | 179,429 | 161,297 | 157,950 |
Diluted | 179,429 | 161,297 | 166,277 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net income (loss) | $ (140,125) | $ (91,930) | $ 170,623 |
Other comprehensive loss, before tax | |||
Foreign currency translation adjustment | (774) | (5,051) | (2,353) |
Pension obligations | 425 | 222 | (949) |
Change in fair value of derivative agreements | (3,018) | (1,836) | (5,971) |
Total other comprehensive loss, before tax | (3,367) | (6,665) | (9,273) |
Benefit from income taxes related to items of other comprehensive income (loss) | (2,058) | (1,780) | (4,151) |
Comprehensive income (loss), net of tax | (141,434) | (96,815) | 165,501 |
Comprehensive income attributable to the non-controlling interest | 67 | 205 | 173 |
Comprehensive income (loss) attributable to Fairmount Santrol Holdings Inc. | $ (141,501) | $ (97,020) | $ 165,328 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets | ||
Cash and cash equivalents | $ 194,069 | $ 171,486 |
Accounts receivable, net of allowance for doubtful accounts of $3,055 and $2,470 at December 31, 2016 and December 31, 2015, respectively | 78,942 | 73,566 |
Inventories, net | 52,650 | 70,494 |
Prepaid expenses and other assets | 7,065 | 13,404 |
Refundable income taxes | 21,077 | 26,506 |
Current assets classified as held-for-sale (includes cash, accounts receivable, inventories, and property, plant, and equipment) | 4,218 | |
Total current assets | 353,803 | 359,674 |
Property, plant and equipment, net | 727,735 | 870,997 |
Deferred income taxes | 1,244 | 834 |
Goodwill | 15,301 | 15,301 |
Intangibles, net | 95,341 | 96,482 |
Other assets | 9,486 | 10,961 |
Total assets | 1,202,910 | 1,354,249 |
Current liabilities | ||
Current portion of long-term debt | 10,707 | 17,385 |
Accounts payable | 37,263 | 40,421 |
Accrued expenses | 26,185 | 26,785 |
Current liabilities directly related to current assets classified as held-for-sale (includes accounts payable and accrued expenses) | 934 | |
Total current liabilities | 74,155 | 85,525 |
Long-term debt | 832,306 | 1,205,721 |
Deferred income taxes | 7,057 | 89,569 |
Other long-term liabilities | 38,272 | 33,802 |
Total liabilities | 951,790 | 1,414,617 |
Commitments and contingent liabilities (Note 18) | ||
Equity | ||
Preferred stock: $0.01 par value, 100,000 authorized shares Shares outstanding: 0 at December 31, 2016 and December 31, 2015 | ||
Common stock: $0.01 par value, 1,850,000 authorized shares Shares outstanding: 223,601 and 161,433 at December 31, 2016 and December 31, 2015, respectively | 2,422 | 2,391 |
Additional paid-in capital | 297,649 | 776,705 |
Retained earnings | 264,852 | 405,044 |
Accumulated other comprehensive loss | (19,002) | (17,693) |
Total equity attributable to Fairmount Santrol Holdings Inc. before treasury stock | 545,921 | 1,166,447 |
Less: Treasury stock at cost Shares in treasury: 18,666 and 77,765 at December 31, 2016 and December 31, 2015, respectively | (294,874) | (1,227,663) |
Total equity (deficit) attributable to Fairmount Santrol Holdings Inc. | 251,047 | (61,216) |
Non-controlling interest | 73 | 848 |
Total equity (deficit) | 251,120 | (60,368) |
Total liabilities and equity | $ 1,202,910 | $ 1,354,249 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 3,055 | $ 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 | 223,601,000 | 161,433,000 |
Shares in treasury | 18,666,000 | 77,765,000 |
Consolidated Statements of Equi
Consolidated Statements of Equity - 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, 2013 | $ (165,358) | $ 2,341 | $ 733,088 | $ 326,729 | $ (3,536) | $ (1,227,001) | $ (168,379) | $ 3,021 |
Beginning balances, shares at Dec. 31, 2013 | 156,462 | 77,706 | ||||||
Purchase of treasury stock | (662) | $ (662) | (662) | |||||
Purchase of treasury stock, shares | (59) | 59 | ||||||
Stock options exercised | 6,540 | $ 46 | 6,494 | 6,540 | ||||
Stock options exercised, shares | 4,510 | |||||||
Stock compensation expense | 16,571 | 16,571 | 16,571 | |||||
Tax effect of stock options exercised | 15,735 | 15,735 | 15,735 | |||||
Transactions with non-controlling interest | (702) | (702) | ||||||
Net income (loss) | 170,623 | 170,450 | 170,450 | 173 | ||||
Other comprehensive loss | (9,273) | (9,273) | (9,273) | |||||
Ending balances at Dec. 31, 2014 | 33,474 | $ 2,387 | 771,888 | 497,179 | (12,809) | $ (1,227,663) | 30,982 | 2,492 |
Ending 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 | 4,525 | 4,525 | 4,525 | |||||
Tax effect of stock options exercised, forfeited, or expired | (1,471) | (1,471) | (1,471) | |||||
Transactions with non-controlling interest | (1,849) | (1,849) | ||||||
Net income (loss) | (91,930) | (92,135) | (92,135) | 205 | ||||
Other comprehensive loss | (4,884) | (4,884) | (4,884) | |||||
Ending balances at Dec. 31, 2015 | (60,368) | $ 2,391 | 776,705 | 405,044 | (17,693) | $ (1,227,663) | (61,216) | 848 |
Ending balances, shares at Dec. 31, 2015 | 161,433 | 77,765 | ||||||
Re-issuance of treasury stock | 439,556 | (493,233) | $ 932,789 | 439,556 | ||||
Re-issuance of treasury stock, shares | 59,000 | (59,000) | ||||||
Stock options exercised | $ 6,438 | $ 31 | 6,407 | 6,438 | ||||
Stock options exercised, shares | 3,071 | 3,168 | (99) | |||||
Stock compensation expense | $ 8,870 | 8,870 | 8,870 | |||||
Tax effect of stock options exercised, forfeited, or expired | (1,100) | (1,100) | (1,100) | |||||
Transactions with non-controlling interest | (842) | (842) | ||||||
Net income (loss) | (140,125) | (140,192) | (140,192) | 67 | ||||
Other comprehensive loss | (1,309) | (1,309) | (1,309) | |||||
Ending balances at Dec. 31, 2016 | $ 251,120 | $ 2,422 | $ 297,649 | $ 264,852 | $ (19,002) | $ (294,874) | $ 251,047 | $ 73 |
Ending balances, shares at Dec. 31, 2016 | 223,601 | 18,666 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement Of Cash Flows [Abstract] | |||
Net income (loss) | $ (140,125) | $ (91,930) | $ 170,623 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Depreciation and depletion | 67,614 | 62,218 | 54,111 |
Amortization | 11,641 | 11,416 | 11,991 |
Reserve for doubtful accounts | 1,851 | 1,968 | 3,605 |
Write-off of deferred financing costs | 2,618 | 864 | |
Gain on repurchase of debt, gross | (8,178) | ||
Goodwill and other asset impairments | 93,148 | 76,038 | 200 |
Non-cash restructuring charges | 1,162 | ||
Inventory write-downs and reserves | 10,302 | 1,591 | 908 |
Loss on sale of fixed assets | 420 | 8,712 | 854 |
Unrealized loss on interest rate swaps | 49 | 208 | |
Deferred income taxes and taxes payable | (82,732) | 20,983 | 37,810 |
Refundable income taxes | 5,428 | (26,506) | |
Stock compensation expense | 8,870 | 4,525 | 16,571 |
Change in operating assets and liabilities: | |||
Accounts receivable | (4,385) | 127,718 | (70,011) |
Inventories | 7,543 | 59,527 | (13,264) |
Prepaid expenses and other assets | 11,496 | 23,234 | (23,454) |
Accounts payable | 4,196 | (38,698) | (1,456) |
Accrued expenses | 3,701 | (6,877) | 17,488 |
Net cash provided by (used in) operating activities | (6,592) | 235,994 | 205,276 |
Cash flows from investing activities | |||
Proceeds from sale of fixed assets | 5,670 | 5,160 | |
Capital expenditures and stripping costs | (30,597) | (113,750) | (143,491) |
Earnout payments | (1,287) | ||
Other investing activities | (250) | ||
Net cash used in investing activities | (26,214) | (114,000) | (138,331) |
Cash flows from financing activities | |||
Proceeds from issuance of term loans | 41,000 | ||
Payments on long-term debt | (10,840) | (13,532) | (12,512) |
Prepayments on term loans | (155,926) | ||
Repurchase of term loans | (216,000) | ||
Fees for repurchase of term loans | (450) | ||
Payments on capital leases and other long-term debt | (5,947) | (6,975) | (4,830) |
Proceeds from borrowing on revolving credit facility | 32,267 | ||
Payments on revolving credit facility | (73,000) | ||
Settlement of contingent consideration | (9,600) | ||
Proceeds from option exercises | 6,438 | 1,767 | 6,540 |
Proceeds from primary stock offering | 439,556 | ||
Purchase of treasury stock | (662) | ||
Tax effect of stock options exercised, forfeited, or expired | (1,100) | (1,472) | 15,735 |
Transactions with non-controlling interest | (842) | (301) | (702) |
Other financing activities | (4,578) | (1,913) | |
Net cash provided by (used in) financing activities | 54,889 | (25,091) | (7,677) |
Change in cash and cash equivalents related to assets classified as held-for-sale | 1,376 | (1,376) | |
Foreign currency adjustment | (876) | (964) | (160) |
Increase in cash and cash equivalents | 22,583 | 94,563 | 59,108 |
Cash and cash equivalents: | |||
Beginning of period | 171,486 | 76,923 | 17,815 |
End of period | 194,069 | 171,486 | 76,923 |
Supplemental disclosure of cash flow information: | |||
Interest paid | 60,833 | 61,395 | 62,167 |
Income taxes paid (refunded) | $ (21,311) | (19,898) | 32,203 |
Non-cash investing activities: | |||
Equipment purchased under capital leases | $ 4,552 | $ 6,558 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization | 1. Organization Fairmount Santrol Holdings Inc. and its consolidated subsidiaries (collectively, the “Company”) is a supplier of proppants and sand products. The Company is organized into two segments: Proppant Solutions and Industrial & Recreational Products. This segmentation is based on the end markets served, management structure, and the financial information that is reviewed by the chief operating decision maker in deciding how to allocate resources and assess performance. The Proppant Solutions business serves the oil and gas markets in the United States, Canada, Argentina, Mexico, China, northern Europe, and the United Arab Emirates, providing raw and coated proppants primarily for use in hydraulic fracturing. The raw sand and substrate for coated sand generally consists of high-purity silica sands produced at facilities in Illinois, Wisconsin, and Texas. The Industrial & Recreational Products (“I&R”) business provides raw and coated sands to the foundry, building products, glass, turf and landscape, and filtration industries. Raw sand for the I&R business is produced at facilities in Ohio, Wisconsin, and Illinois. In addition to its wholly-owned subsidiaries, the Company owns 90% of a holding company, Technimat LLC, which owns 70% of Santrol (Yixing) Proppant Co., a manufacturer of resin-based proppants located in China. The non-controlling interests in both entities are presented as “non-controlling interest” on the balance sheet. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Principal of Consolidation The consolidated financial statements include the accounts of Fairmount Santrol Holdings Inc. and its wholly-owned and majority-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles (“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. Revenue Recognition Revenue is recognized when delivery of products has occurred, the selling price is fixed or determinable, collectability is reasonably assured and title and risk of loss have transferred to the customer. This generally occurs when products leave a distribution terminal or, in the case of direct shipments, when products leave a production facility. In a majority of cases, transportation costs to move product from a production facility to a storage terminal are borne by the Company and capitalized into the cost of inventory. These costs are included in the cost of sales as the product is sold. The Company derives its revenue by mining and processing minerals that its customers purchase for various uses. Its net sales are primarily a function of the price per ton realized and the volumes sold. In a number of instances, its net sales also include a separate charge for transportation services it provides to its customers. In the Proppant Solutions segment, the Company primarily sells its products under market rate contracts with terms typically ranging from two to ten years. The Company invoices the majority of its customers on a per shipment basis when the customer takes possession of the product. Cash and Cash Equivalents The Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. At various times, the Company maintains funds on deposit at its banks in excess of FDIC insurance limits. Accounts Receivable Trade accounts receivable are stated at the amount management expects to collect, and do not bear interest. Management provides for uncollectible amounts based on its assessment of the current status of individual accounts. Accounts receivable are net of allowance for doubtful accounts of $3,055 and $2,470 as of December 31, 2016 and 2015, respectively. Inventories Inventories are stated at the lower of cost or market. Certain subsidiaries determine cost using the last-in, first-out (LIFO) method. If the first-in, first-out (FIFO) method of inventory accounting had been used, inventories would have been higher by $1,256 and $2,912 at December 31, 2016 and 2015, respectively. LIFO inventories comprise 21% and 18% of inventories reflected in the accompanying Consolidated Balance Sheets as of December 31, 2016 and 2015, respectively. The cost of inventories of all other subsidiaries is determined using the FIFO method. In the years ended December 31, 2016 and 2015, respectively, the Company recorded $10,302 and $1,591 of adjustments to increase the inventory reserve to recognize the decline in value of work-in-process and finished goods inventory, which are recorded in cost of goods sold. In the year ended December 31, 2014, the Company recorded a write-down of $908 of certain inventory to recognize a permanent decline in the value of the inventory, which is included in other operating expense. Property, Plant, and Equipment Property, plant, and equipment are stated at cost. Expenditures, including interest, for property, plant, and equipment and items that substantially increase the useful lives of existing assets are capitalized, while expenditures for repairs and maintenance are expensed as incurred. Depreciation on property, plant, and equipment is computed on a straight-line basis over the estimated useful lives of the related assets. Amortization of leasehold improvements is computed using the straight-line method over the shorter of the remaining lease term or the estimated useful lives of the improvements. Depletion expense calculated for depletable land and mineral rights is based on cost multiplied by a depletion factor. The depletion factor varies based on production and other factors, but is generally equal to annual tons mined divided by total estimated remaining reserves for the mine. The estimated service lives of property and equipment are principally as follows: Land improvements 10-40 years Machinery and equipment 3-20 years Buildings and improvements 10-40 years Furniture, fixtures, and other 3-10 years Construction in progress is stated at cost, which includes the cost of construction and other direct costs attributable to the construction. No provision for depreciation is made on construction in progress until such time as the relevant assets are completed and put into use. Construction in progress at December 31, 2016, represents machinery and facilities under installation. The Company capitalizes interest cost incurred on funds used to construct property, plant, and equipment. The capitalized interest is recorded as part of the asset to which it relates and is amortized over the asset’s estimated useful life. Interest cost capitalized was $1,380 and $4,903 in 2016 and 2015, respectively. Depreciation and depletion expense was $67,614, $62,218, and $54,111 in the years ended December 31, 2016, 2015, and 2014, respectively. The Company reviews property, plant, and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of property, plant, and equipment may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. In cases where undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of assets or asset groups. The factors considered by management in performing this assessment include current operating results, trends, and prospects, as well as the effects of obsolescence, demand, competition, and other economic factors. See Note 5 for further detail. Deferred Financing Costs Deferred financing costs are amortized over the terms of the related debt obligations and are included in long-term debt. In connection with the amendment to the Revolving Credit Facility in 2015, the Company wrote off $864 of costs that were previously capitalized. In connection with the repurchase of portions of the Company’s debt in 2016, the Company wrote off $2,618 of deferred financing costs that were previously capitalized. See Note 9 for further detail. The following table presented deferred financing costs as of December 31, 2016 and 2015: December 31, 2016 December 31, 2015 Deferred financing costs $ 39,924 $ 42,541 Accumulated amortization (29,530 ) (24,145 ) Deferred financing costs, net $ 10,394 $ 18,396 Goodwill and Intangible Assets Goodwill and indefinite-lived intangible assets are reviewed for impairment by applying a fair-value based test on an annual basis or more frequently if circumstances indicate that impairment may have occurred. The Company evaluates qualitative factors such as economic performance, industry conditions, and other factors to determine if it is more-likely-than-not that the fair value of the reporting unit is less than its carrying amount. The first step of the goodwill impairment test, used to identify potential impairment, compares the fair value of a reporting unit with its carrying amount, including goodwill. If the carrying amount of a reporting unit exceeds its fair value, an indication of goodwill impairment exists. The second step of the goodwill impairment test is performed to measure the amount of the impairment loss, if any. If the carrying amount of goodwill exceeds its implied fair value, an impairment loss is recognized equal to the excess. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation, and the residual fair value after this allocation is the implied fair value of the reporting unit goodwill. The Company reviews definite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of a definite-lived intangible asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. In cases where undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of the assets or asset groups. The evaluation of goodwill or other intangible assets for possible impairment includes estimating fair value using one or a combination of valuation techniques, such as discounted cash flows or based on comparable companies or transactions. These valuations require the Company to make estimates and assumptions regarding future operating results, cash flows, changes in working capital and capital expenditures, selling prices, profitability, and the cost of capital. Although the Company believes its assumptions and estimates are reasonable, deviations from the assumptions and estimates could produce a materially different result. Earnings per Share Basic and diluted earnings per share is presented for net income attributable to Fairmount Santrol Holdings Inc. Basic earnings per share is computed by dividing income available to Fairmount Santrol Holdings Inc. common stockholders by the weighted-average number of outstanding common shares for the period. Diluted earnings per share is computed by increasing the weighted-average number of outstanding common shares to include the additional common shares that would be outstanding after exercise of outstanding stock options and restricted stock units. Potential common shares in the diluted earnings per share calculation are excluded to the extent that they would be anti-dilutive. Derivatives and Hedging Activities Due to its variable-rate indebtedness, the Company is exposed to fluctuations in interest rates. The Company uses interest rate swaps to manage this exposure. These 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 during 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. Foreign Currency Translation Assets and liabilities of all foreign operations are translated at the rate of exchange in effect on the balance sheet date; income and expenses are translated at the average rates of exchange prevailing during the year. The related translation adjustments are reflected as accumulated other comprehensive income (loss) in equity. Concentration of Labor Approximately 18% of the Company’s domestic labor force is covered under two union agreements. These agreements were successfully renegotiated during 2016 and expire in 2019. Concentration of Credit Risk At December 31, 2016, the Company had two customers whose receivable balances exceed 10% of total receivables. Approximately, 34% and 11% of the accounts receivable balance were from these two customers, respectively. At December 31, 2015, the Company had one customer whose receivable balance exceeded 10% of total receivables. Approximately, 35% of the Company’s accounts receivable balance was from this customer. Income Taxes The Company uses the asset and liability method to account for deferred income taxes. Deferred tax assets and liabilities are recognized for the anticipated future tax consequences attributable to differences between financial statement amounts and their respective tax bases. Management reviews the Company’s deferred tax assets to determine whether their value can be realized based upon available evidence. A valuation allowance is established if management believes it is more likely than not that some portion of the deferred tax assets will not be realized. Changes in valuation allowances from period to period are included in the Company’s tax provision in the period of change. The Company recognizes a tax benefit associated with an uncertain tax position when the tax position is more-likely-than-not to be sustained upon examination by taxing authorities. The amount recognized is measured as the amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. The Company recognizes interest and penalties accrued related to unrecognized tax uncertainties in income tax expense. Asset Retirement Obligation The Company estimates the future cost of dismantling, restoring, and reclaiming operating excavation sites and related facilities in accordance with federal, state, and local regulatory requirements. The Company records the initial estimated present value of reclamation costs as an asset retirement obligation and increases the carrying amount of the related asset by a corresponding amount. The Company allocates reclamation costs to expense over the life of the related assets and adjusts the related liability for changes resulting from the passage of time and revisions to either the timing or amount of the original present value estimate. If the asset retirement obligation is settled for more or less than the carrying amount of the liability, a loss or gain will be recognized, respectively. Research and Development (“R&D”) The Company’s research and development expenses consist of personnel and other direct and indirect costs for internally-funded project development. Total expenses for R&D for the years ended December 31, 2016, 2015, and 2014 were $3,703, $5,036, and $6,286, respectively. Total research and development expenditures represented 0.69%, 0.61%, and 0.46% of revenues in 2016, 2015, and 2014, respectively. Change in Classification For the year ended December 31, 2016, the Company changed the classification of certain operating expenses on the 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 reclassified accordingly. In the three months ended December 31, 2016, the Company changed the presentation of non-cash stock compensation expense on the Consolidated Statements of Income (Loss). The expenses were previously separately stated but are now included in selling, general, and administrative expenses. All periods presented have been reclassified accordingly. Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive income (loss) is a separate line within equity that reports the Company’s cumulative income that has not been reported as part of net income. Items that are included in this line are the income or loss from foreign currency translation, actuarial gains and losses and prior service cost related to pension liabilities, and the unrealized gains and losses on certain investments or hedges, net of taxes. The components of accumulated other comprehensive income (loss) attributable to Fairmount Santrol Holdings Inc. at December 31, 2016 and 2015 were as follows: December 31, 2016 Gross Tax Effect Net Amount Foreign currency translation $ (10,804 ) $ 2,533 $ (8,271 ) Additional pension liability (3,589 ) 1,291 (2,298 ) Unrealized gain (loss) on interest rate hedges (13,146 ) 4,713 (8,433 ) $ (27,539 ) $ 8,537 $ (19,002 ) 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 year ended December 31, 2016: Year Ended December 31, 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 441 (14 ) (6,238 ) (5,811 ) Amounts reclassified from accumulated other comprehensive income (loss) - 266 4,236 4,502 Ending balance $ (8,271 ) $ (2,298 ) $ (8,433 ) $ (19,002 ) The following table presents the reclassifications out of accumulated other comprehensive income during the year ended December 31, 2016: Amount from accumulated Details about accumulated other other comprehensive Affected line item on comprehensive income income the statement of income Change in fair value of derivative swap agreements Interest rate hedging contracts $ 6,522 Interest expense Tax effect (2,286 ) Tax $ 4,236 Net of tax Amortization of pension obligations Prior service cost $ - Cost of sales Actuarial losses 265 Cost of sales Curtailment 182 Cost of sales 447 Total before tax Tax effect (181 ) Tax expense 266 Net of tax Total reclassifications for the period $ 4,502 Net of tax |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Changes And Error Corrections [Abstract] | |
Recent Accounting Pronouncements | 3. Recent Accounting Pronouncements In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-15, which requires an entity’s management to evaluate conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued or within one year after the date that the financial statements are available to be issued. The ASU is effective for the annual period ending after December 15, 2016 and for annual and interim periods thereafter. Accordingly, the Company incorporated this guidance into its internal control over financial reporting beginning with this Annual Report on Form 10-K for the year ended December 31, 2016. In February 2016, the FASB issued Accounting Standards Update No. 2016-02 – Leases Leases In March 2016, the FASB issued ASU No. 2016-09 – Compensation – Stock Compensation In April, May, and December 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, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers – Revenue from Contracts with Customers • Identify separate performance obligations of the contract; • Determine the transaction price of the contract; • Allocate the transaction price to the performance obligations; and • Recognize revenue when/as the performance obligation is satisfied. This review is in discussion and data-gathering stages and, therefore, the effect of the new guidance on the Company’s financial statements and disclosures is not yet readily determinable. In August 2016, the FASB issued ASU No. 2016-15 – Statement of Cash Flows – Classifications of Certain Cash Receipts and Cash Payments In October 2016, the FASB issued ASU No. 2016-16 – Income Taxes (Topic 740) Intra-Entity Transfers of Assets other than Inventory |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | 4. Inventories At December 31, 2016 and 2015, inventories consisted of the following: December 31, 2016 December 31, 2015 Raw materials $ 7,465 $ 10,145 Work-in-process 12,681 14,613 Finished goods 33,760 48,648 53,906 73,406 Less: LIFO reserve (1,256 ) (2,912 ) Inventories, net $ 52,650 $ 70,494 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
Property, Plant, and Equipment | 5. Property, Plant, and Equipment At December 31, 2016 and 2015, property, plant, and equipment consisted of the following: December 31, 2016 December 31, 2015 Land and improvements $ 86,298 $ 82,966 Mineral reserves and mine development 253,766 323,691 Machinery and equipment 596,962 575,034 Buildings and improvements 161,057 167,491 Furniture, fixtures, and other 3,440 3,609 Construction in progress 6,748 41,347 1,108,271 1,194,138 Accumulated depletion and depreciation (380,536 ) (323,141 ) Property, plant, and equipment, net $ 727,735 $ 870,997 Under ASC 360 Property, Plant, and Equipment |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2016 | |
Payables And Accruals [Abstract] | |
Accrued Expenses | 6. Accrued Expenses At December 31, 2016 and 2015, accrued expenses consisted of the following: December 31, 2016 December 31, 2015 Accrued payroll and fringe benefits $ 10,554 $ 13,285 Contingent consideration 2,507 - Accrued income taxes 421 1,042 Accrued real estate taxes 4,821 5,901 Other accrued expenses 7,882 6,557 Accrued expenses $ 26,185 $ 26,785 |
Other Long-Term Liabilities
Other Long-Term Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Other Long-Term Liabilities | 7. Other Long-Term Liabilities At December 31, 2016 and 2015, other long-term liabilities consisted of the following: December 31, 2016 December 31, 2015 Interest rate swaps $ 14,488 $ 12,107 Accrued asset retirement obligations 5,249 4,288 Accrued compensation and benefits 11,579 11,752 Other 6,956 5,655 Other long-term liabilities $ 38,272 $ 33,802 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | 8. Goodwill and Other Intangible Assets The following table summarizes the activity in goodwill for the years ended December 31, 2016 and 2015: Currency Beginning Balance Impairment Translation / Other Ending Balance Year Ended December 31, 2016: Proppant Solutions $ - $ - $ - $ - Industrial & Recreational Products 15,301 - - 15,301 Total goodwill $ 15,301 $ - $ - $ 15,301 Year Ended December 31, 2015: Proppant Solutions $ 68,216 $ (69,246 ) $ 1,030 $ - Industrial & Recreational Products 16,461 - (1,160 ) 15,301 Total goodwill $ 84,677 $ (69,246 ) $ (130 ) $ 15,301 Goodwill represents the excess of purchase price over the fair value of net assets acquired. The Company evaluates goodwill on an annual basis in the fourth quarter and also when management believes indicators of impairment exist. The Company performed a qualitative assessment of the I&R segment as of October 31, 2017 (the Company’s annual valuation date) and determined the fair value of this segment was, more likely than not, greater than its carrying value. Based on the Company’s assessment in 2015, the Company concluded that the goodwill attributable to the Proppant Solutions segment was fully impaired in the three months ended December 31, 2015 and recognized an impairment charge of $69,246 in that period.. The Company did not recognize any impairment losses for goodwill or other intangible assets in the year ended December 31, 2014. Currency translation and other relates to the impact of the change in foreign currency exchange rates from international entities on goodwill, an adjustment to the initial FTSI purchase price allocation from exercising an option to acquire an additional mining facility, and an adjustment recorded to goodwill related to the post-acquisition settlement of escrow proceeds. Goodwill on a certain property was originally recorded in the Proppant Solutions segment. When the property transitioned to Industrial & Recreational Products usage, it was transferred to that segment. In 2015, the property was idled and returned to the Proppant Solutions segment, where the write-off of goodwill related to that property was recorded. Information regarding acquired intangible assets as of December 31, 2016 and 2015 is as follows: December 31, 2016 Gross Accumulated Intangible Carrying Amount Amortization Assets, net Acquired technology and patents $ 60,115 $ - $ 60,115 Supply agreement 50,700 (15,548 ) 35,152 Other intangible assets 573 (499 ) 74 Intangible assets $ 111,388 $ (16,047 ) $ 95,341 December 31, 2015 Gross Accumulated Intangible Carrying Amount Amortization Assets, net Acquired technology and patents $ 56,320 $ - $ 56,320 Supply agreement 50,700 (11,154 ) 39,546 Other intangible assets 1,190 (574 ) 616 Intangible assets $ 108,210 $ (11,728 ) $ 96,482 Acquired technology represents technology acquired in the SSP acquisition. The carrying value of this asset represents its original cost, plus amounts owed to the seller as deferred purchase price. In 2016, the Company determined that it is probable an additional $3,794 will be due to the seller and has been recorded as additional purchase price. Of this additional purchase price, approximately $1,287 was paid during 2016 and the remaining $2,507 was accrued as of December 31, 2016. The Company has also determined that the proper period to begin the amortization of this intangible is January 1, 2017, which is the first period products using the SSP technology will be sold in a full commercial protocol. The Company considered the potential ranges of useful lives and believes a 20-year useful life for the intangible asset is appropriate. The Company’s determination of the 20-year useful life of the intangible asset is based upon the period over which the asset is expected to contribute directly or indirectly to the future cash flows of the Company. As of December 31, 2016, the Company has determined the carrying value of the intangible does not exceed fair value. Based on future results of sales of products utilizing the technology, it is possible the fair value of this intangible asset could decline below its cost such that an impairment in carrying value exists The value of a supply agreement with FTSI is based on estimates of discounted future cash flows from sales under the agreement. Due to the failure to purchase minimum quantities in accordance with the agreement, a triggering event occurred for the FTSI intangible asset. Accordingly, an impairment test was completed which determined that, as of December 31, 2016, the fair value of the supply agreement exceeded its carrying value. Should FTSI undergo financial difficulties or not comply with the terms of this agreement, the fair value of this supply agreement could decline such that an impairment in carrying value exists. The supply agreement was previously amortized ratably over the life of the agreement, which was 10 years. However, in May 2015, the supply agreement was amended, extending the maturity date from September 2023 to December 2024. The supply agreement is now being amortized over the amended life. Estimated future amortization expense related to intangible assets at December 31, 2016 is as follows: Amortization 2017 $ 7,463 2018 7,411 2019 7,400 2020 7,400 2021 7,400 Thereafter 58,267 Total $ 95,341 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 9. Long-Term Debt At December 31, 2016 and 2015, long-term debt consisted of the following: December 31, 2016 December 31, 2015 Term B-1 Loans $ - $ 156,134 Term B-2 Loans 719,632 902,402 Extended Term B-1 Loans 117,634 159,878 Industrial Revenue bond 10,000 10,000 Revolving credit facility and other 88 101 Capital leases, net 3,634 9,301 Deferred financing costs, net (7,975 ) (14,710 ) 843,013 1,223,106 Less: current portion (10,707 ) (17,385 ) Long-term debt including leases $ 832,306 $ 1,205,721 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 guidance. For December 31, 2016 and 2015, the Company’s Revolving Credit Facility does not have an outstanding balance and, accordingly, its related deferred financing costs are not included in this line. 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 and the Term B-1 and B-2 Loans are secured by a first priority lien on substantially all of the Company’s domestic assets. 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). The Revolving Credit Facility termination date is September 6, 2018. 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 Loans was due at maturity on July 15, 2018. Accrued interest related to the $16,723 principal payment due on March 17, 2017 was also due on the same date. On October 17, 2016, the Company repurchased $3,000 of the Extended Term B-1 Loans at 91.5% of par. On November 17, 2016, the Company fully prepaid the $16,766 of the Term B-1 Loans due March 2017 as well as the $69,580 of the 2016 Extended Term Loans. On November 29, 2016, the Company repurchased, at an average of 96.3% of par, $37,867 of the Extended Term B-1 Loans and $175,133 of the Term B-2 Loans. The related gain on the October 2016 debt repurchase and the November 2016 debt repurchase was recorded in operating expense. As of December 31, 2016, the Term B-2 Loans, Extended Term B-1 Loans, and the Revolving Credit Facility had interest rates of 4.5%, 4.5%, and 4.3%, respectively. As of December 31, 2016, there was $17,432 available capacity remaining on the Revolving Credit Facility and $13,818 committed to outstanding letters of credit. As of December 31, 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 manufacturing facility in Wisconsin. The bond bears interest, which is payable monthly, at a variable rate. The rate was 0.80% at December 31, 2016. The bond matures on September 1, 2027 and is collateralized by a letter of credit of $10,000. Maturities of long-term debt are as follows: Capital Lease Obligations Lease Less Present Other Total Principal Payment Interest Value Term Debt Payments Year Ended: 2017 $ 2,866 $ 82 $ 2,784 $ 8,006 $ 10,790 2018 685 16 669 8,007 8,676 2019 183 2 181 821,303 821,484 2020 - - - 19 19 2021 - - - 19 19 Thereafter - - - 10,000 10,000 $ 3,734 $ 100 $ 3,634 $ 847,354 $ 850,988 Information pertaining to assets and related accumulated depreciation in the balance sheet for capital lease items is as follows: December 31, 2016 December 31, 2015 Cost $ 18,350 $ 22,684 Accumulated depreciation (10,994 ) (8,812 ) Net book value $ 7,356 $ 13,872 |
Earnings (Loss) per Share
Earnings (Loss) per Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) per Share | 10. Earnings (Loss) per Share The table below shows the computation of basic and diluted earnings per share for the years ended December 31, 2016, 2015, and 2014: Year Ended December 31, 2016 2015 2014 Numerator: Net income (loss) attributable to Fairmount Santrol Holdings Inc. $ (140,192 ) $ (92,135 ) $ 170,450 Denominator: Basic weighted average shares outstanding 179,429 161,297 157,950 Dilutive effect of employee stock options, RSUs, and PRSUs - - 8,327 Diluted weighted average shares outstanding 179,429 161,297 166,277 Earnings (loss) per common share - basic $ (0.78 ) $ (0.57 ) $ 1.08 Earnings (loss) per common share - diluted $ (0.78 ) $ (0.57 ) $ 1.03 Because the Company experienced a loss in the years ended December 31, 2016 and 2015, the calculation of diluted weighted average shares outstanding is not appropriate because the effect of including these potential common shares would be antidilutive. The calculation of diluted weighted average shares outstanding for the year ended December 31, 2014 excludes 715,068 potential common shares because the effect of including these potential common shares would be antidilutive. As of December 31, 2016, the amount of outstanding options, RSUs, and PRSUs are 13,598, 1,459, and 458, respectively. |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | 11. 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 approximately 63% of term debt outstanding at December 31, 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 Consolidated Balance Sheets as of December 31, 2016 and 2015: Assets (Liabilities) Interest Rate Swap Agreements Balance Sheet Classification December 31, 2016 December 31, 2015 Designated as cash flow hedges Other long-term liabilities $ (14,488 ) $ (12,107 ) Designated as cash flow hedges Other assets 39 118 $ (14,449 ) $ (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 years ended December 31, 2016, 2015, and 2014, respectively: Derivatives in Location of Gain (Loss) ASC 815-20 Cash Flow Recognized in Income on Year Ended December 31, Hedging Relationships Derivative (Ineffective Portion) 2016 2015 2014 Interest rate swap agreements Interest expense (income) $ (7 ) $ (51 ) $ 21 $ (7 ) $ (51 ) $ 21 The Company expects $6,821 to be reclassified from accumulated other comprehensive income (loss) into interest expense within the next twelve months. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 12. 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 the SSP 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 carrying 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 Extended Term B-1 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 December 31, 2016 and 2015, respectively, for the Company’s long-term debt: Quoted Prices Other in Observable Unobservable Markets Inputs Inputs Long-Term Debt Fair Value Measurements (Level 1) (Level 2) (Level 3) Total December 31, 2016 Term B-2 Loans - 699,683 - 699,683 Extended Term B-1 Loans - 114,308 - 114,308 $ - $ 813,991 $ - $ 813,991 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 December 31, 2016 and 2015 for the Company’s other financial instruments. Fair value of interest rate swap agreements in based on the present value of the expected future cash flows, considering the risks involved, and using discount rates appropriate for the maturity date. These are determined using Level 2 inputs. Quoted Prices Other in Observable Unobservable Markets Inputs Inputs Recurring Fair Value Measurements (Level 1) (Level 2) (Level 3) Total December 31, 2016 Interest rate swap agreements $ - $ (14,449 ) $ - $ (14,449 ) $ - $ (14,449 ) $ - $ (14,449 ) December 31, 2015 Interest rate swap agreements $ - $ (11,989 ) $ - $ (11,989 ) $ - $ (11,989 ) $ - $ (11,989 ) |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. Income Taxes Income (loss) before provision (benefit) for income taxes includes the following components: 2016 2015 2014 United States $ (237,486 ) $ (94,746 ) $ 238,332 Foreign (2,080 ) 877 9,704 Total $ (239,566 ) $ (93,869 ) $ 248,036 The components of the provision (benefit) for income taxes are as follows: 2016 2015 2014 Federal $ (19,056 ) $ (23,515 ) $ 30,656 State and local 674 359 3,754 Foreign 907 1,396 5,193 Subtotal (17,475 ) (21,760 ) 39,603 Change in deferred taxes (81,966 ) 19,821 37,810 Total $ (99,441 ) $ (1,939 ) $ 77,413 The effective tax rate for 2014 was a provision on income, while 2016 and 2015 were provisions on losses. A reconciliation of the statutory federal income tax rate to the Company’s effective tax rate is as follows: 2016 2015 2014 U.S. statutory rate 35.0% 35.0% 35.0% Increase (decrease) resulting from: State income taxes, net 1.5 0.2 1.2 Foreign tax rate differential and adjustment (0.1 ) 0.1 0.6 U.S. statutory depletion 3.7 9.7 (5.8 ) Manufacturers' deduction (0.1 ) (4.0 ) (0.9 ) Unremitted foreign earnings 0.2 (4.1 ) 0.0 Goodwill impairment 0.0 (6.2 ) 0.0 Valuation allowance (4.4 ) (27.6 ) 0.5 Loss carryback 6.6 0.0 0.0 Other items, net (0.9 ) (1.0 ) 0.6 Effective rate 41.5% 2.1% 31.2% The difference between the statutory U.S. tax rate and the Company’s effective tax rate in 2016 is principally due to the benefit from a loss carryback; an increase in the valuation allowance primarily related to federal and state net operating loss carryforwards; and tax depletion. The difference between the statutory U.S. tax rate and the Company’s effective tax rate in 2015 is due to the accrual of deferred taxes on the cumulative amount of foreign undistributed earnings resulting from a change in the Company’s indefinite reinvestment assertion; an increase in the valuation allowance primarily related to U.S. alternative minimum tax credits and U.S. research credits; a goodwill impairment charge for which the Company could not record an income tax benefit; tax depletion; and the manufacturers’ deduction. The difference between the statutory U.S. tax rate and the Company’s effective tax rate in 2014 is primarily due to tax depletion and nondeductible expenses. Significant components of deferred tax assets and liabilities as of December 31, 2016 and 2015 are as follows: 2016 2015 Deferred tax assets Accrued liabilities $ 2,771 $ 1,088 Inventory 775 3,168 Stock compensation 18,784 19,213 Deferred compensation 1,039 1,161 Interest rate derivatives 5,189 4,373 Pension 3,210 3,425 Intangibles 11,401 13,791 Foreign tax credit carryforwards 1,662 1,196 Alternative minimum tax credit carryforwards 6,509 24,463 Research and experimentation tax credit carryforwards 540 971 Net operating loss carryforwards 72,901 965 Other assets 1,985 2,027 Total deferred tax assets before valuation allowance 126,766 75,841 Valuation allowance (21,959 ) (27,230 ) Total deferred tax assets after valuation allowance 104,807 48,611 Deferred tax liabilities Property, plant, and equipment (107,089 ) (131,278 ) Unremitted foreign earnings (905 ) (2,553 ) Other liabilities (2,626 ) (3,515 ) Total deferred tax liabilities (110,620 ) (137,346 ) Net deferred tax assets (liabilities) $ (5,813 ) $ (88,735 ) Total deferred assets before valuation allowance in the table above does not include a deferred tax asset of $4,249 relating to unrealized stock compensation deductions. As of December 31, 2016 and 2015, the Company had deferred tax assets relating to U.S. alternative minimum tax credit carryforwards of $6,509 and $24,463, respectively, foreign tax credit carryforwards of $1,662 and $1,196, respectively, research and experimentation tax credit carryforwards of $540 and $971, respectively, federal net operating loss carryforwards of $72,119 and $0, respectively, state net operating loss carryforwards of $4,468 and $965, respectively, and foreign net operating loss carryforwards $921 and $0, respectively. The U.S. alternative minimum tax credit carryforwards have an indefinite carryforward period. The foreign tax credit carryforwards will expire in 2024. The research and development tax credit carryforwards and federal net operating loss carryforwards expire between 2034 and 2036. A majority of the state net operating loss carryforwards expire between 2028 and 2036, while the foreign net operating loss carryforwards expire between 2021 and 2036. The Company has provided a valuation allowance to reduce the carrying value of certain of these deferred tax assets, as management has concluded that, based on available evidence, it is more likely than not that the deferred tax assets will not be fully realized. In 2015, as a result of the economic downturn and the Company’s upcoming debt service requirements, the Company withdrew its indefinite reinvestment assertion for foreign subsidiaries’ unremitted earnings. In 2016 and 2015, the Company provided deferred taxes of $905 and $2,553, respectively, representing the amount of the expected residual U.S. tax that will be payable upon repatriation of unremitted foreign earnings. The Company or its subsidiaries file income tax returns in the United States, Canada, China, Mexico, and Denmark. The Company is subject to income tax examinations for its U.S. Federal income taxes for the preceding three fiscal years and, in general, is subject to state and local income tax examinations for the same periods. The Company is currently under examination by the Internal Revenue Service for the periods related to 2013 and 2015. The Company has tax years that remain open and subject to examination by tax authorities in the following major taxing jurisdictions: Canada for years after 2011, Mexico for years after 2010, and China and Denmark for years after 2012. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: 2016 2015 2014 Unrecognized tax benefits balance - January 1 $ 5,200 $ 5,327 $ 3,038 Increases (decreases) for tax positions in prior years (2,685 ) (222 ) 2,201 Increases (decreases) for tax positions in current year 503 95 88 Unrecognized tax benefits balance - December 31 $ 3,018 $ 5,200 $ 5,327 Interest and penalty amounts previously included in the reconciliation have been removed. At December 31, 2016 and 2015, the Company had $3,018 and $5,200, respectively, of unrecognized tax benefits. If the $3,018 were recognized, $1,708 would affect the effective tax rate. Interest and penalties are recorded in provision for income taxes. At December 31, 2016 and 2015, the Company had $1,827 and $1,752, respectively, of accrued interest and penalties related to unrecognized tax benefits recorded. |
Common Stock and Stock-Based Co
Common Stock and Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Common Stock and Stock-Based Compensation | 14. Common Stock and Stock-Based Compensation The Company has a single class of par value $0.01 per share common stock. Each share of common stock has identical rights and privileges and is entitled to one vote per share. The Company has authorized, but not issued, a single class of par value $0.01 per share preferred stock. The Company has several stock plans that allow for granting of options to acquire common shares to employees and key non-employees. As of December 31, 2013, the plans consisted of the FML Holdings, Inc. Non-Qualified Stock Option Plan (the “1997 Plan”), the Long Term Incentive Compensation Plan (the “2006 Plan”), and the FML Holdings, Inc. Stock Option Plan (the “2010 Plan”). At December 31, 2014, the 1997 Plan, the 2006 Plan, and the 2010 Plan were still in existence, and a new plan, the FMSA Holdings Inc. 2014 Long Term Incentive Plan (the “LTIP”) was added as of September 11, 2014. The LTIP authorized and issued both non-qualified stock options as well as restricted stock units (“RSUs”) and performance restricted stock units (“PRSUs”). The Company modified the LTIP to allow retirement-eligible participants (defined as age 55, plus 10 years of service) to continue to vest in options following retirement, and also allow retired participant to exercise options for up to 10 years from grant date. For all stock plans, the options are exercisable for a ten year period. Options are exercisable at times determined by the compensation committee of the Company and, as set forth in each individual option agreement. The options may become exercisable over a period of years or become exercisable only if performance or other goals set by the Board are attained, or may be a combination of both. Options may be exercised, in whole or in part, at any time after becoming exercisable, but not later than the date the option expires, which is typically 10 years from the grant date. Options granted after 2009 contain a 7-year vesting period that may be shortened to five years upon attainment of certain Company performance, except for stock issued under the LTIP Plan, which has a 5-year vesting period that may be shortened to three years upon attainment of certain Company performance goals as determined by the compensation committee. The stock plans also contain a change in control provision that provides for immediate vesting upon certain changes of ownership of the company. All options granted prior to 2010 are fully vested. RSUs granted under the LTIP in 2015 vest after a 6-year period and vesting can be accelerated to four years upon attainment of certain Company performance goals as determined by the compensation committee. Options granted under the LTIP in 2016 vest ratably over a 3-year period. RSUs granted under the LTIP in 2016 vest ratably over a 4-year period. PRSUs granted under the LTIP in 2016 cliff vest after a 3-year period and can be accelerated upon attainment of certain Company performance goals as determined by the compensation committee. The weighted-average fair value of RSUs granted during the years ended December 31, 2016 and 2015 was $2.42 and $8.80, respectively, based on the closing price of the underlying share as of the grant date. The weighted-average fair value of PRSUs granted during the year ended December 31, 2016 was $2.27. The weighted-average fair value of options granted during the years ended December 31, 2016, 2015, and 2014 was $2.24, $8.79, and $8.49, respectively, based on the Black-Scholes-Merton options-pricing model, with the following assumptions: 2016 2015 2014 Dividend yield 0.00 % 0.00 % 0.00 % Expected volatility 97.47 % 45.61 % 48.72 % Risk-free interest rate 1.26 - 1.47 % 1.65 - 2.03 % 1.94 - 2.03 % Expected option life 6.0 years 6.5 years 6.5 years The Company has no current plans to declare a dividend that would require a dividend yield assumption other than zero. For the years ended December 31, 2015 and 2014, expected volatility was based on the volatilities of various comparable companies’ common stock. Although the Company has been publicly traded since October 3, 2014, the Company previously did not believe the expected volatility of options could be computed based solely on the price of the Company’s common stock. The comparable companies were selected by analyzing public companies in the industry based on various factors including, but not limited to, company size, financial data availability, active trading volume, and capital structure. For the year ended December 31, 2016, the Company concluded two full years of public trading of its common stock and, therefore, expected volatility is based on the price of its common stock. The risk-free interest rate is an interpolated rate from the U.S. constant maturity treasury rate for a term corresponding to the expected option life. However, because the Company has little recent historical data to provide a reasonable basis to estimate the expected life of the options, the Company uses the simplified method, which assumes the expected life is the mid-point between the vesting date and the end of the contractual term. In determining the underlying value of the Company’s stock prior to the commencement of public trading on October 3, 2014, the company used a combination of the guideline company approach and a discounted cash flow analysis. The key assumptions in this estimate include management’s projections of future cash flows, the Company-specific cost of capital used as a discount rate, lack of marketability discount, and qualitative factors to compare the Company to comparable guideline companies. Following the Company’s IPO on October 3, 2014, the shares were valued at the closing price as of the date of issuance. The Company recorded $8,870, $4,525, and $16,571 of stock compensation expense related to these options, RSUs, and PRSUs for the years ended December 31, 2016, 2015, and 2014, respectively. The 2016 stock compensation expense includes approximately $2,135 related to the modification of the retirement provisions of the LTIP. Stock compensation expense is included in selling, general, and administrative expenses on the Consolidated Statements of Income (Loss) and in additional paid-in capital on the Consolidated Balance Sheets. Option activity during 2016 is as follows: Weighted Weighted Performance Weighted Average Restricted Average Price at Restricted Average Price at Options Price, Options Stock Units RSU Issue Date Stock Units PRSU Issue Date 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 (3,071 ) 2.10 (14 ) 8.83 - - Forfeited (633 ) 8.61 (113 ) 6.82 (23 ) 2.04 Expired (715 ) 8.81 (18 ) 6.82 - - Outstanding at December 31, 2016 13,598 $ 6.45 1,459 $ 5.10 458 $ 2.28 Exercisable at December 31, 2016 7,133 $ 5.03 - $ - - $ - Options outstanding as of December 31, 2016 and 2015, respectively, have an aggregate intrinsic value of $80,510 and $4,129 and a weighted average remaining contractual life of 5.6 years and 5.7 years. Options that are exercisable as of December 31, 2016 and 2015, respectively, have an aggregate intrinsic value of $50,492 and $4,129 and a weighted average remaining contractual life of 4.0 years and 4.6 years. The aggregate intrinsic value represents the difference between the fair value of the Company’s shares of $11.79 and $2.35 per share at December 31, 2016 and 2015, respectively, and the exercise price of the dilutive options, multiplied by the number of dilutive options outstanding at that date. The aggregate intrinsic value of stock options exercised during the years ended December 31, 2016, 2015, and 2014 was $17,992, $1,839, and $51,410, respectively. Net cash proceeds from the exercise of stock options were $6,438, $1,767, and $6,540 in the years ended December 31, 2016, 2015, and 2014, respectively. There was $6,423, $656, and $16,143 of income tax benefits realized from stock option exercises in the years ended December 31, 2016, 2015, and 2014, respectively. At December 31, 2016, options to purchase 13,598 common shares were outstanding at a range of exercise prices of $1.43 to $20.52 per share. At December 31, 2015, options to purchase 16,277 common shares were outstanding at a range of exercise prices of $1.43 to $20.52 per share. As of December 31, 2016, $16,735 of unrecognized compensation cost related to non-vested stock options, RSUs, and PRSUs is expected to be recognized over a weighted-average period of approximately 3.2, 3.4, and 2.2 remaining years, respectively. As of December 31, 2015, $17,272 of unrecognized compensation cost related to non-vested stock options and RSUs is expected to be recognized over a weighted-average period of approximately 4.2 remaining years. On July 26, 2016, the Company completed a public offering of 25,000 shares of its common stock. In addition, the underwriters completed their exercise of an overallotment option on July 28, 2016 to sell an additional 3,750 shares (collectively, the “July 2016 offering”). Cash proceeds received by the Company for the 28,750 shares sold were approximately $161,000, net of underwriting commissions and offering expenses. On October 25, 2016, the Company completed a public offering of 30,250 shares of its common stock (the “October 2016 offering”). Cash proceeds received by the Company for the shares sold were approximately $277,000, net of underwriting commissions and offering expenses. The Company used a substantial portion of the proceeds from these offerings to pay down or repurchase its Term Loans and the balance will be used for general corporate purposes, which include, but are not limited to, working capital, further repayment, redemption or refinancing of debt and leases, capital expenditures, investments in or loans to subsidiaries and joint ventures, and satisfaction of other obligations. See Note 9 for further detail. |
Defined Benefit Plans
Defined Benefit Plans | 12 Months Ended |
Dec. 31, 2016 | |
Compensation And Retirement Disclosure [Abstract] | |
Defined Benefit Plans | 15. Defined Benefit Plans The Company maintains 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 following assumptions were used to determine the Company’s obligations under the plans: Wedron Pension Troy Grove Pension 2016 2015 2016 2015 Discount rate 4.00 % 3.75 % 4.25 % 4.00 % Long-term rate of return on plan assets 7.40 % 7.50 % 7.40 % 7.50 % The difference in the discount rates used for the Wedron Pension and the Troy Grove Pension is due to the differing characteristics of the two plans, including employee characteristics and plan size. The Company uses a cash flow matching approach to determine its discount rate using each plan’s projected cash flows and the BPS&M yield curve. The long term rate of return on assets is based on management’s estimate of future long term rates of return on similar assets and is consistent with historical returns on such assets. The written investment policy for the pension plans includes a target allocation of about 70% in equities and 30% in fixed income investments. Only high-quality diversified securities similar to stocks and bonds are used. Higher-risk securities or strategies (such as derivatives) are not currently used but could be used incidentally by mutual funds held by the plan. The pension plans’ obligations are long-term in nature and the investment policy is therefore focused on the long-term. Goals include achieving gross returns at least equal to relevant indices. Management and the plans’ investment advisor regularly review and discuss investment performance, adherence to the written investment policy, and the investment policy itself. Benefits under the Wedron plan were frozen effective December 31, 2012. Benefit under the Troy Grove plan were frozen effective December 31, 2016. During 2016, the Troy Grove plan was amended to allow unreduced retirement benefits for certain plan participants. The $181 impact of this amendment is recognized in expense in 2016. The plans were underfunded by $2,096 and $2,199 as of December 31, 2016 and 2015, respectively, as shown below: 2016 2015 Change in benefit obligation Benefit obligation at beginning of year $ 8,812 $ 9,146 Service cost 84 108 Interest cost 348 340 Actuarial (gain) loss (82 ) (525 ) Benefit payments (276 ) (257 ) Plan amendments 181 - Benefit obligation at end of year $ 9,067 $ 8,812 Change in plan assets Fair value of plan assets at beginning of year $ 6,613 $ 6,897 Actual return on plan assets 558 (90 ) Employer contributions 76 63 Benefit payments (276 ) (257 ) Fair value of plan assets at end of year $ 6,971 $ 6,613 Accrued benefit cost $ (2,096 ) $ (2,199 ) The accrued benefit cost is included in the Consolidated Balance Sheets in other long-term liabilities. The following relates to the defined benefit plans for the years ended December 31, 2016, 2015, and 2014, respectively: Year Ended December 31, 2016 2015 2014 Components of net periodic benefit cost Service cost $ 84 $ 108 $ 74 Interest cost 348 340 332 Expected return on plan assets (480 ) (508 ) (585 ) Amortization of prior service cost - 16 19 Amortization of net actuarial loss 265 280 159 Curtailment 182 - - Net periodic benefit cost $ 399 $ 236 $ (1 ) Year Ended December 31, 2016 2015 2014 Changes in other comprehensive income (loss) Net actuarial gain (loss) $ 158 $ (75 ) $ (1,699 ) Amortization of prior service cost - 16 16 Amortization of net actuarial loss 265 280 164 Curtailment 182 - - Deferred tax asset (180 ) (124 ) 569 Other comprehensive income (loss) $ 425 $ 97 $ (950 ) Pension expense for such plans totaled $399 and $236 for the years ended December 31, 2016 and 2015, respectively. Pension income for such plans totaled $1 for the year ended December 31, 2014. Expected contributions into the plans for the year ended December 31, 2017 are $69. The net actuarial loss and prior service cost that the Company expects will be amortized from accumulated other comprehensive loss into periodic benefit cost in the year ending December 31, 2016 are $237 and $0, respectively. Benefits expected to be paid out over the next ten years: Year Ending Benefit Payment 2017 $ 356 2018 395 2019 426 2020 458 2021 481 2022-2026 2,653 Fair value measurements for assets held in the benefit plans as of December 31, 2016 are as follows: Quoted Other in Active Observable Unobservable Markets Inputs Inputs Balance at (Level 1) (Level 2) (Level 3) December 31, 2016 Cash $ 60 $ - $ - $ 60 Fixed income 1,860 - - 1,860 Mutual funds 5,051 - - 5,051 $ 6,971 $ - $ - $ 6,971 |
Other Benefit Plans
Other Benefit Plans | 12 Months Ended |
Dec. 31, 2016 | |
Postemployment Benefits [Abstract] | |
Other Benefit Plans | 16. Other Benefit Plans The Company previously participated in a multiemployer defined benefit pension plan. The Company withdrew from the plan in October 2015 and has recorded a liability of $9,283 as of December 31, 2016, which is payable in annual installments until November 2035. The Company has a defined contribution plan (401(k) Plan) covering substantially all employees. Under the provisions of the 401(k) Plan, the Company matches 50% of the first 5% of each employee’s contribution into the 401(k) Plan. Company match contributions were $1,231, $1,191, and $1,179, for the years ended December 31, 2016, 2015, and 2014, respectively. Included in these contributions are Company contributions to the 401(k) Plan for Wedron Silica union members, which were $365, $352, and $315 for the years ended December 31, 2016, 2015, and 2014 respectively. The Company may, at its discretion, make additional contributions, which are determined in part based on the Company’s return on investable assets, to the Plan. There were no discretionary contributions accrued at December 31, 2016. Participant accounts in the 401(k) Plan held 5,947 of common stock shares of the Company as of December 31, 2016. Discretionary contributions accrued at December 31, 2015 were $1,223. Participant accounts in the 401(k) Plan held 6,434 of common stock shares of the Company as of December 31, 2015. Effective January 1, 1999, the Company adopted a Supplemental Executive Retirement Plan (SERP) for certain employees who participate in the Company’s 401(k) Plan and/or the Employee Stock Bonus Plan (ESBP). The purpose of the SERP is to provide an opportunity for the participants of the SERP to defer compensation and to receive their pro rata share of former ESBP contributions. Due to income restrictions imposed by the IRS code, such contributions were formerly made to the ESBP but, in some instances, were forfeited by these employees to the remaining ESBP participant accounts. Accrued Company contributions to the SERP were $0 and $60 for the years ended December 31, 2016 and 2015, respectively. The Company has deferred compensation agreements with various management employees that provide for supplemental payments upon retirement. These amounts are being accrued for over the estimated employment periods of these individuals. |
Self-Insured Plans
Self-Insured Plans | 12 Months Ended |
Dec. 31, 2016 | |
Insurance [Abstract] | |
Self-Insured Plans | 17. Self-Insured Plans Certain subsidiaries, located in Illinois and Michigan, are self-insured for workers’ compensation up to $1,000 per occurrence and $3,000 in the aggregate. In July 2016, the Company moved the Michigan self-insured plan over to the Company’s group captive insurance company. The Company has an accrued liability of $180 and $463 as of December 31, 2016 and 2015, respectively, for anticipated future payments on claims incurred to date. Management believes these amounts are adequate to cover all required payments. The Company is also self-insured for medical benefits. The Company has an accrued liability of $3,055 and $4,048 as of December 31, 2016 and 2015, respectively, for anticipated future payments on claims incurred to date. Management believes this amount is adequate to cover all required payments. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 18. Commitments and Contingencies 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. Total royalty expense associated with these agreements was $1,429, $1,899, and $3,786 for the years ended December 31, 2016, 2015, and 2014, respectively. The Company leases certain machinery, equipment (including railcars), buildings, and office space under operating lease arrangements. Total rent expense associated with these leases was $63,997, $67,745, and $56,247 for the years ended December 31, 2016, 2015, and 2014, respectively. Minimum lease payments, primarily for railcars, equipment, and office leases, due under the long-term operating lease obligations are shown below. The table below includes railcar leases, which comprise substantially all of the Company’s equipment lease obligations, as well as purchase commitments for guaranteed minimum payments for certain third party terminal operators: Equipment Real Estate Total 2017 $ 38,943 $ 10,018 $ 48,961 2018 37,113 8,049 45,162 2019 35,674 7,250 42,924 2020 28,395 6,706 35,101 2021 28,249 4,810 33,059 Thereafter 88,183 7,014 95,197 Total $ 256,557 $ 43,847 $ 300,404 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 $3,794 in the year ended December 31, 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. On November 3, 2016, the Company was notified by the SEC that the SEC staff completed this investigation and that the SEC does not intend to pursue enforcement action against the Company. |
Transactions with Related Parti
Transactions with Related Parties | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Transactions with Related Parties | 19. 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 $576, $288, and $2,902 in the years ended December 31, 2016, 2015, and 2014, respectively. The Company had purchases from an affiliated entity for material purchases related to its operations in China of $0, $62, and $44 in the years ended December 31, 2016, 2015, and 2014, respectively. The Company paid management fees of $825 in the year ended December 31, 2014. Concurrent with the Company’s initial public offering on October 3, 2014, the Company no longer pays a management fee to American Securities LLC (“American Securities”). However, the Company pays 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 $323, $374, and $97 in the years ended December 31, 2016, 2015, and 2014, respectively. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting | 20. 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 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 profit, which does not include any selling, general, and administrative costs or corporate costs. The change to using segment gross profit 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 was effective beginning in the three months ended September 30, 2016. All periods presented have been restated accordingly. Year Ended December 31, 2016 2015 2014 Revenues Proppant Solutions $ 416,144 $ 710,083 $ 1,232,232 Industrial & Recreational Products 118,869 118,626 124,226 Total revenues 535,013 828,709 1,356,458 Segment gross profit Proppant Solutions 26,501 175,226 463,426 Industrial & Recreational Products 48,798 44,638 41,578 Total segment gross profit 75,299 219,864 505,004 Operating expenses excluded from segment gross profit Selling, general, and administrative 79,140 85,191 130,798 Depreciation, depletion, and amortization 72,276 66,754 59,379 Goodwill and other asset impairments 93,148 87,476 - Restructuring charges 1,155 9,221 - Other operating expense 8,899 1,357 3,163 Interest expense, net 65,367 62,242 60,842 Gain on repurchase of debt, net (5,110 ) - - Other non-operating expense (income) (10 ) 1,492 2,786 Income (loss) before provision for income taxes $ (239,566 ) $ (93,869 ) $ 248,036 Total assets reported in the Proppant Solutions segment were $477,777, $1,152,110, and $1,271,700 as of December 31, 2016, 2015, and 2014, respectively. Total assets reported in the I&R segment were $57,029, $116,825, and $63,270 as of December 31, 2016, 2015, and 2014, respectively. The Company’s two largest customers, Halliburton and FTSI, accounted for 30% and 12%, 25% and 18%, and 19% and 16% of consolidated net sales in the years ended December 31, 2016, 2015, and 2014, respectively. These customers are part of the Company’s Proppant Solutions segment. |
Restructuring and Other Charges
Restructuring and Other Charges | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring And Related Activities [Abstract] | |
Restructuring and Other Charges | 21. Restructuring and Other 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 return to a continued sustained downturn in the oil and gas market could reinitiate this restructuring process. A summary of the restructuring and other costs recognized for the years ended December 31, 2016, 2015, and 2014, respectively, is as follows: Year Ended December 31, 2016 2015 2014 Restructuring charges Workforce reduction costs, including one-time severance payments $ 1,155 $ 1,682 $ - Other exit costs, including multiemployer pension plan withdrawal liability and additional cash costs to exit facilities - 7,539 - Total restructuring charges $ 1,155 $ 9,221 $ - As a result of these actions, the Company determined that certain of the impacted facilities in the Proppant Solutions segment would not be necessary for ongoing operations and management made the decision to offer the facilities for sale. The assets and liabilities of these facilities are reclassified in the Consolidated Balance Sheets as assets held-for-sale as of December 31, 2015. While these restructuring activities primarily were driven by the decline in proppant demand in 2015, certain plants supporting the Industrial & Recreational Products segment have been adversely impacted as well. A summary of the restructuring and other costs by operating segment for the years ended December 31, 2016, 2015, and 2014, respectively, is as follows: Year Ended December 31, 2016 2015 2014 Restructuring charges Proppant Solutions $ - $ 1,162 $ - Industrial & Recreational Products - 6,377 - Corporate 1,155 1,682 - Total restructuring charges $ 1,155 $ 9,221 $ - As a result of challenging conditions in the proppant market, the Company has made the decision to sell some of its assets in the Proppant Solutions segment that it views as redundant to its current business requirements. These assets are classified as held-for-sale and have been marked down to their estimated fair values as of December 31, 2015. However, these assets are no longer classified as held-for-sale as of December 31, 2016. |
Geographic Information
Geographic Information | 12 Months Ended |
Dec. 31, 2016 | |
Text Block [Abstract] | |
Geographic Information | 22. Geographic Information The following tables show total Company revenues and long-lived assets. Revenues are attributed to geographic regions based on the selling location. Long-lived assets are located in the respective geographic regions. Year Ended December 31, 2016 2015 2014 Revenues Domestic $ 522,870 $ 798,750 $ 1,254,071 International 12,143 29,959 102,387 Total revenues $ 535,013 $ 828,709 $ 1,356,458 December 31, 2016 December 31, 2015 December 31, 2014 Long-lived assets Domestic $ 725,280 $ 867,352 $ 832,280 International 2,455 3,645 8,994 Long-lived assets $ 727,735 $ 870,997 $ 841,274 |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | 23. Quarterly Financial Data (Unaudited) The following tables set forth the Company’s unaudited quarterly consolidated statements of operations for each of the last four quarters for the periods ended December 31, 2016 and 2015. This unaudited quarterly information has been prepared on the same basis as the Company’s annual audited financial statements and includes all adjustments, consisting only of normal recurring adjustments that are necessary to present fairly the financial information for the fiscal quarters presented. First Quarter Second Third Quarter Fourth Quarter 2016: Revenues $ 145,458 $ 114,249 $ 134,775 $ 140,531 Cost of goods sold 118,464 114,129 114,873 112,248 Operating expenses 37,270 134,403 44,363 38,582 Interest expense, net 17,262 16,606 16,175 15,324 Gain on repurchase of debt, net - - - (5,110 ) Other non-operating income (5 ) - - (5 ) Benefit for income taxes (15,754 ) (63,019 ) (20,013 ) (655 ) Net loss (11,779 ) (87,870 ) (20,623 ) (19,853 ) Less: Net income (loss) attributable to the non-controlling interest (3 ) 16 2 52 Net loss attributable to Fairmount Santrol Holdings Inc. (11,776 ) (87,886 ) (20,625 ) (19,905 ) Loss per share, basic $ (0.07 ) $ (0.54 ) $ (0.11 ) $ (0.09 ) Loss per share, diluted $ (0.07 ) $ (0.54 ) $ (0.11 ) $ (0.09 ) Weighted average number of shares outstanding, basic 161,446 161,647 183,620 212,609 Weighted average number of shares outstanding, diluted 161,446 161,647 183,620 212,609 First Second Third Quarter Fourth Quarter 2015: Revenues $ 301,490 $ 221,323 $ 170,950 $ 134,946 Cost of goods sold 202,548 165,130 131,679 109,488 Operating expenses 41,813 53,835 39,828 114,199 Interest expense, net 15,308 14,894 15,963 16,077 Other non-operating expense 324 - 1,492 - Provision (benefit) for income taxes 10,617 (26,677 ) 28,117 (13,996 ) Net income (loss) 30,880 14,141 (46,129 ) (90,822 ) Less: Net income attributable to the non-controlling interest 121 4 71 9 Net income (loss) attributable to Fairmount Santrol Holdings Inc. 30,759 14,137 (46,200 ) (90,831 ) Earnings (loss) per share, basic $ 0.19 $ 0.09 $ (0.29 ) $ (0.56 ) Earnings (loss) per share, diluted $ 0.18 $ 0.08 $ (0.29 ) $ (0.56 ) Weighted average number of shares outstanding, basic 160,949 161,368 161,413 161,433 Weighted average number of shares outstanding, diluted 166,331 166,867 161,413 161,433 Operating expenses include restructuring charges of $1,155 for the three months ended June 30, 2016. Also included in operating expenses is other asset impairments of $76, $90,579, $0, and $2,494 for the three months ended March 31, June 30, September 30, and December 31, 2016, respectively. Operating expenses include restructuring charges of $324, $8,350, $284, and $263 for the three months ended March 31, June 30, September 30, and December 31, 2015, respectively. Also included in operating expenses is goodwill and other asset impairments of $0, $6,474, $4,169, and $76,833 for the three months ended March 31, June 30, September 30, and December 31, 2015, respectively. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts and Reserves | 12 Months Ended |
Dec. 31, 2016 | |
Valuation And Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts and Reserves | Fairmount Santrol Holdings Inc. and Subsidiaries Schedule II – Valuation and Qualifying Accounts and Reserves Years Ended December 31, 2016, 2015, and 2014 (in thousands) Charged to Cost Charged to Other Beginning Balance and Expenses Accounts Deductions Ending Balance Allowance for Doubtful Accounts: Year ended December 31, 2016 $ 2,470 $ 1,851 $ - $ (1,266 ) $ 3,055 Year ended December 31, 2015 4,255 1,968 - (3,753 ) 2,470 Year ended December 31, 2014 796 3,605 - (146 ) 4,255 Valuation Allowance for Net Deferred Tax Assets: Year ended December 31, 2016 $ 27,230 $ - $ - $ (5,271 ) $ 21,959 Year ended December 31, 2015 1,309 25,921 - - 27,230 Year ended December 31, 2014 - 1,309 - - 1,309 |
Summary of Significant Accoun32
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Principal of Consolidation | Principal of Consolidation The consolidated financial statements include the accounts of Fairmount Santrol Holdings Inc. and its wholly-owned and majority-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles (“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. |
Revenue Recognition | Revenue Recognition Revenue is recognized when delivery of products has occurred, the selling price is fixed or determinable, collectability is reasonably assured and title and risk of loss have transferred to the customer. This generally occurs when products leave a distribution terminal or, in the case of direct shipments, when products leave a production facility. In a majority of cases, transportation costs to move product from a production facility to a storage terminal are borne by the Company and capitalized into the cost of inventory. These costs are included in the cost of sales as the product is sold. The Company derives its revenue by mining and processing minerals that its customers purchase for various uses. Its net sales are primarily a function of the price per ton realized and the volumes sold. In a number of instances, its net sales also include a separate charge for transportation services it provides to its customers. In the Proppant Solutions segment, the Company primarily sells its products under market rate contracts with terms typically ranging from two to ten years. The Company invoices the majority of its customers on a per shipment basis when the customer takes possession of the product. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. At various times, the Company maintains funds on deposit at its banks in excess of FDIC insurance limits. |
Accounts Receivable | Accounts Receivable Trade accounts receivable are stated at the amount management expects to collect, and do not bear interest. Management provides for uncollectible amounts based on its assessment of the current status of individual accounts. Accounts receivable are net of allowance for doubtful accounts of $3,055 and $2,470 as of December 31, 2016 and 2015, respectively. |
Inventories | Inventories Inventories are stated at the lower of cost or market. Certain subsidiaries determine cost using the last-in, first-out (LIFO) method. If the first-in, first-out (FIFO) method of inventory accounting had been used, inventories would have been higher by $1,256 and $2,912 at December 31, 2016 and 2015, respectively. LIFO inventories comprise 21% and 18% of inventories reflected in the accompanying Consolidated Balance Sheets as of December 31, 2016 and 2015, respectively. The cost of inventories of all other subsidiaries is determined using the FIFO method. In the years ended December 31, 2016 and 2015, respectively, the Company recorded $10,302 and $1,591 of adjustments to increase the inventory reserve to recognize the decline in value of work-in-process and finished goods inventory, which are recorded in cost of goods sold. In the year ended December 31, 2014, the Company recorded a write-down of $908 of certain inventory to recognize a permanent decline in the value of the inventory, which is included in other operating expense. |
Property, Plant, and Equipment | Property, Plant, and Equipment Property, plant, and equipment are stated at cost. Expenditures, including interest, for property, plant, and equipment and items that substantially increase the useful lives of existing assets are capitalized, while expenditures for repairs and maintenance are expensed as incurred. Depreciation on property, plant, and equipment is computed on a straight-line basis over the estimated useful lives of the related assets. Amortization of leasehold improvements is computed using the straight-line method over the shorter of the remaining lease term or the estimated useful lives of the improvements. Depletion expense calculated for depletable land and mineral rights is based on cost multiplied by a depletion factor. The depletion factor varies based on production and other factors, but is generally equal to annual tons mined divided by total estimated remaining reserves for the mine. The estimated service lives of property and equipment are principally as follows: Land improvements 10-40 years Machinery and equipment 3-20 years Buildings and improvements 10-40 years Furniture, fixtures, and other 3-10 years Construction in progress is stated at cost, which includes the cost of construction and other direct costs attributable to the construction. No provision for depreciation is made on construction in progress until such time as the relevant assets are completed and put into use. Construction in progress at December 31, 2016, represents machinery and facilities under installation. The Company capitalizes interest cost incurred on funds used to construct property, plant, and equipment. The capitalized interest is recorded as part of the asset to which it relates and is amortized over the asset’s estimated useful life. Interest cost capitalized was $1,380 and $4,903 in 2016 and 2015, respectively. Depreciation and depletion expense was $67,614, $62,218, and $54,111 in the years ended December 31, 2016, 2015, and 2014, respectively. The Company reviews property, plant, and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of property, plant, and equipment may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. In cases where undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of assets or asset groups. The factors considered by management in performing this assessment include current operating results, trends, and prospects, as well as the effects of obsolescence, demand, competition, and other economic factors. See Note 5 for further detail. |
Deferred Financing Costs | Deferred Financing Costs Deferred financing costs are amortized over the terms of the related debt obligations and are included in long-term debt. In connection with the amendment to the Revolving Credit Facility in 2015, the Company wrote off $864 of costs that were previously capitalized. In connection with the repurchase of portions of the Company’s debt in 2016, the Company wrote off $2,618 of deferred financing costs that were previously capitalized. See Note 9 for further detail. The following table presented deferred financing costs as of December 31, 2016 and 2015: December 31, 2016 December 31, 2015 Deferred financing costs $ 39,924 $ 42,541 Accumulated amortization (29,530 ) (24,145 ) Deferred financing costs, net $ 10,394 $ 18,396 |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill and indefinite-lived intangible assets are reviewed for impairment by applying a fair-value based test on an annual basis or more frequently if circumstances indicate that impairment may have occurred. The Company evaluates qualitative factors such as economic performance, industry conditions, and other factors to determine if it is more-likely-than-not that the fair value of the reporting unit is less than its carrying amount. The first step of the goodwill impairment test, used to identify potential impairment, compares the fair value of a reporting unit with its carrying amount, including goodwill. If the carrying amount of a reporting unit exceeds its fair value, an indication of goodwill impairment exists. The second step of the goodwill impairment test is performed to measure the amount of the impairment loss, if any. If the carrying amount of goodwill exceeds its implied fair value, an impairment loss is recognized equal to the excess. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation, and the residual fair value after this allocation is the implied fair value of the reporting unit goodwill. The Company reviews definite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of a definite-lived intangible asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. In cases where undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of the assets or asset groups. The evaluation of goodwill or other intangible assets for possible impairment includes estimating fair value using one or a combination of valuation techniques, such as discounted cash flows or based on comparable companies or transactions. These valuations require the Company to make estimates and assumptions regarding future operating results, cash flows, changes in working capital and capital expenditures, selling prices, profitability, and the cost of capital. Although the Company believes its assumptions and estimates are reasonable, deviations from the assumptions and estimates could produce a materially different result. |
Earnings per Share | Earnings per Share Basic and diluted earnings per share is presented for net income attributable to Fairmount Santrol Holdings Inc. Basic earnings per share is computed by dividing income available to Fairmount Santrol Holdings Inc. common stockholders by the weighted-average number of outstanding common shares for the period. Diluted earnings per share is computed by increasing the weighted-average number of outstanding common shares to include the additional common shares that would be outstanding after exercise of outstanding stock options and restricted stock units. Potential common shares in the diluted earnings per share calculation are excluded to the extent that they would be anti-dilutive. |
Derivatives and Hedging Activities | Derivatives and Hedging Activities Due to its variable-rate indebtedness, the Company is exposed to fluctuations in interest rates. The Company uses interest rate swaps to manage this exposure. These 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 during 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. |
Foreign Currency Translation | Foreign Currency Translation Assets and liabilities of all foreign operations are translated at the rate of exchange in effect on the balance sheet date; income and expenses are translated at the average rates of exchange prevailing during the year. The related translation adjustments are reflected as accumulated other comprehensive income (loss) in equity. |
Concentration of Labor | Concentration of Labor Approximately 18% of the Company’s domestic labor force is covered under two union agreements. These agreements were successfully renegotiated during 2016 and expire in 2019. |
Concentration of Credit Risk | Concentration of Credit Risk At December 31, 2016, the Company had two customers whose receivable balances exceed 10% of total receivables. Approximately, 34% and 11% of the accounts receivable balance were from these two customers, respectively. At December 31, 2015, the Company had one customer whose receivable balance exceeded 10% of total receivables. Approximately, 35% of the Company’s accounts receivable balance was from this customer. |
Income Taxes | Income Taxes The Company uses the asset and liability method to account for deferred income taxes. Deferred tax assets and liabilities are recognized for the anticipated future tax consequences attributable to differences between financial statement amounts and their respective tax bases. Management reviews the Company’s deferred tax assets to determine whether their value can be realized based upon available evidence. A valuation allowance is established if management believes it is more likely than not that some portion of the deferred tax assets will not be realized. Changes in valuation allowances from period to period are included in the Company’s tax provision in the period of change. The Company recognizes a tax benefit associated with an uncertain tax position when the tax position is more-likely-than-not to be sustained upon examination by taxing authorities. The amount recognized is measured as the amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. The Company recognizes interest and penalties accrued related to unrecognized tax uncertainties in income tax expense. |
Asset Retirement Obligation | Asset Retirement Obligation The Company estimates the future cost of dismantling, restoring, and reclaiming operating excavation sites and related facilities in accordance with federal, state, and local regulatory requirements. The Company records the initial estimated present value of reclamation costs as an asset retirement obligation and increases the carrying amount of the related asset by a corresponding amount. The Company allocates reclamation costs to expense over the life of the related assets and adjusts the related liability for changes resulting from the passage of time and revisions to either the timing or amount of the original present value estimate. If the asset retirement obligation is settled for more or less than the carrying amount of the liability, a loss or gain will be recognized, respectively. |
Research and Development (“R&D”) | Research and Development (“R&D”) The Company’s research and development expenses consist of personnel and other direct and indirect costs for internally-funded project development. Total expenses for R&D for the years ended December 31, 2016, 2015, and 2014 were $3,703, $5,036, and $6,286, respectively. Total research and development expenditures represented 0.69%, 0.61%, and 0.46% of revenues in 2016, 2015, and 2014, respectively. |
Change in Classification | Change in Classification For the year ended December 31, 2016, the Company changed the classification of certain operating expenses on the 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 reclassified accordingly. In the three months ended December 31, 2016, the Company changed the presentation of non-cash stock compensation expense on the Consolidated Statements of Income (Loss). The expenses were previously separately stated but are now included in selling, general, and administrative expenses. All periods presented have been reclassified accordingly. |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive income (loss) is a separate line within equity that reports the Company’s cumulative income that has not been reported as part of net income. Items that are included in this line are the income or loss from foreign currency translation, actuarial gains and losses and prior service cost related to pension liabilities, and the unrealized gains and losses on certain investments or hedges, net of taxes. The components of accumulated other comprehensive income (loss) attributable to Fairmount Santrol Holdings Inc. at December 31, 2016 and 2015 were as follows: December 31, 2016 Gross Tax Effect Net Amount Foreign currency translation $ (10,804 ) $ 2,533 $ (8,271 ) Additional pension liability (3,589 ) 1,291 (2,298 ) Unrealized gain (loss) on interest rate hedges (13,146 ) 4,713 (8,433 ) $ (27,539 ) $ 8,537 $ (19,002 ) 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 year ended December 31, 2016: Year Ended December 31, 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 441 (14 ) (6,238 ) (5,811 ) Amounts reclassified from accumulated other comprehensive income (loss) - 266 4,236 4,502 Ending balance $ (8,271 ) $ (2,298 ) $ (8,433 ) $ (19,002 ) The following table presents the reclassifications out of accumulated other comprehensive income during the year ended December 31, 2016: Amount from accumulated Details about accumulated other other comprehensive Affected line item on comprehensive income income the statement of income Change in fair value of derivative swap agreements Interest rate hedging contracts $ 6,522 Interest expense Tax effect (2,286 ) Tax $ 4,236 Net of tax Amortization of pension obligations Prior service cost $ - Cost of sales Actuarial losses 265 Cost of sales Curtailment 182 Cost of sales 447 Total before tax Tax effect (181 ) Tax expense 266 Net of tax Total reclassifications for the period $ 4,502 Net of tax |
Recent Accounting Pronouncements | In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-15, which requires an entity’s management to evaluate conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued or within one year after the date that the financial statements are available to be issued. The ASU is effective for the annual period ending after December 15, 2016 and for annual and interim periods thereafter. Accordingly, the Company incorporated this guidance into its internal control over financial reporting beginning with this Annual Report on Form 10-K for the year ended December 31, 2016. In February 2016, the FASB issued Accounting Standards Update No. 2016-02 – Leases Leases In March 2016, the FASB issued ASU No. 2016-09 – Compensation – Stock Compensation In April, May, and December 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, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers – Revenue from Contracts with Customers • Identify separate performance obligations of the contract; • Determine the transaction price of the contract; • Allocate the transaction price to the performance obligations; and • Recognize revenue when/as the performance obligation is satisfied. This review is in discussion and data-gathering stages and, therefore, the effect of the new guidance on the Company’s financial statements and disclosures is not yet readily determinable. In August 2016, the FASB issued ASU No. 2016-15 – Statement of Cash Flows – Classifications of Certain Cash Receipts and Cash Payments In October 2016, the FASB issued ASU No. 2016-16 – Income Taxes (Topic 740) Intra-Entity Transfers of Assets other than Inventory |
Summary of Significant Accoun33
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Estimated Service Lives of Property and Equipment | The estimated service lives of property and equipment are principally as follows: Land improvements 10-40 years Machinery and equipment 3-20 years Buildings and improvements 10-40 years Furniture, fixtures, and other 3-10 years |
Summary of Deferred Financing Costs | The following table presented deferred financing costs as of December 31, 2016 and 2015: December 31, 2016 December 31, 2015 Deferred financing costs $ 39,924 $ 42,541 Accumulated amortization (29,530 ) (24,145 ) Deferred financing costs, net $ 10,394 $ 18,396 |
Components of Accumulated Other Comprehensive Income (Loss) | The components of accumulated other comprehensive income (loss) attributable to Fairmount Santrol Holdings Inc. at December 31, 2016 and 2015 were as follows: December 31, 2016 Gross Tax Effect Net Amount Foreign currency translation $ (10,804 ) $ 2,533 $ (8,271 ) Additional pension liability (3,589 ) 1,291 (2,298 ) Unrealized gain (loss) on interest rate hedges (13,146 ) 4,713 (8,433 ) $ (27,539 ) $ 8,537 $ (19,002 ) 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 year ended December 31, 2016: Year Ended December 31, 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 441 (14 ) (6,238 ) (5,811 ) Amounts reclassified from accumulated other comprehensive income (loss) - 266 4,236 4,502 Ending balance $ (8,271 ) $ (2,298 ) $ (8,433 ) $ (19,002 ) |
Reclassifications out of Accumulated Other Comprehensive Income | The following table presents the reclassifications out of accumulated other comprehensive income during the year ended December 31, 2016: Amount from accumulated Details about accumulated other other comprehensive Affected line item on comprehensive income income the statement of income Change in fair value of derivative swap agreements Interest rate hedging contracts $ 6,522 Interest expense Tax effect (2,286 ) Tax $ 4,236 Net of tax Amortization of pension obligations Prior service cost $ - Cost of sales Actuarial losses 265 Cost of sales Curtailment 182 Cost of sales 447 Total before tax Tax effect (181 ) Tax expense 266 Net of tax Total reclassifications for the period $ 4,502 Net of tax |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | At December 31, 2016 and 2015, inventories consisted of the following: December 31, 2016 December 31, 2015 Raw materials $ 7,465 $ 10,145 Work-in-process 12,681 14,613 Finished goods 33,760 48,648 53,906 73,406 Less: LIFO reserve (1,256 ) (2,912 ) Inventories, net $ 52,650 $ 70,494 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property, Plant, and Equipment | At December 31, 2016 and 2015, property, plant, and equipment consisted of the following: December 31, 2016 December 31, 2015 Land and improvements $ 86,298 $ 82,966 Mineral reserves and mine development 253,766 323,691 Machinery and equipment 596,962 575,034 Buildings and improvements 161,057 167,491 Furniture, fixtures, and other 3,440 3,609 Construction in progress 6,748 41,347 1,108,271 1,194,138 Accumulated depletion and depreciation (380,536 ) (323,141 ) Property, plant, and equipment, net $ 727,735 $ 870,997 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Payables And Accruals [Abstract] | |
Summary of Accrued Expenses | At December 31, 2016 and 2015, accrued expenses consisted of the following: December 31, 2016 December 31, 2015 Accrued payroll and fringe benefits $ 10,554 $ 13,285 Contingent consideration 2,507 - Accrued income taxes 421 1,042 Accrued real estate taxes 4,821 5,901 Other accrued expenses 7,882 6,557 Accrued expenses $ 26,185 $ 26,785 |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Summary of Other Long-Term Liabilities | At December 31, 2016 and 2015, other long-term liabilities consisted of the following: December 31, 2016 December 31, 2015 Interest rate swaps $ 14,488 $ 12,107 Accrued asset retirement obligations 5,249 4,288 Accrued compensation and benefits 11,579 11,752 Other 6,956 5,655 Other long-term liabilities $ 38,272 $ 33,802 |
Goodwill and Other Intangible38
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Activity in Goodwill | The following table summarizes the activity in goodwill for the years ended December 31, 2016 and 2015: Currency Beginning Balance Impairment Translation / Other Ending Balance Year Ended December 31, 2016: Proppant Solutions $ - $ - $ - $ - Industrial & Recreational Products 15,301 - - 15,301 Total goodwill $ 15,301 $ - $ - $ 15,301 Year Ended December 31, 2015: Proppant Solutions $ 68,216 $ (69,246 ) $ 1,030 $ - Industrial & Recreational Products 16,461 - (1,160 ) 15,301 Total goodwill $ 84,677 $ (69,246 ) $ (130 ) $ 15,301 |
Summary of Acquired Intangible Assets | Information regarding acquired intangible assets as of December 31, 2016 and 2015 is as follows: December 31, 2016 Gross Accumulated Intangible Carrying Amount Amortization Assets, net Acquired technology and patents $ 60,115 $ - $ 60,115 Supply agreement 50,700 (15,548 ) 35,152 Other intangible assets 573 (499 ) 74 Intangible assets $ 111,388 $ (16,047 ) $ 95,341 December 31, 2015 Gross Accumulated Intangible Carrying Amount Amortization Assets, net Acquired technology and patents $ 56,320 $ - $ 56,320 Supply agreement 50,700 (11,154 ) 39,546 Other intangible assets 1,190 (574 ) 616 Intangible assets $ 108,210 $ (11,728 ) $ 96,482 |
Summary of Estimated Future Amortization Expense Related to Intangible Assets | Estimated future amortization expense related to intangible assets at December 31, 2016 is as follows: Amortization 2017 $ 7,463 2018 7,411 2019 7,400 2020 7,400 2021 7,400 Thereafter 58,267 Total $ 95,341 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | At December 31, 2016 and 2015, long-term debt consisted of the following: December 31, 2016 December 31, 2015 Term B-1 Loans $ - $ 156,134 Term B-2 Loans 719,632 902,402 Extended Term B-1 Loans 117,634 159,878 Industrial Revenue bond 10,000 10,000 Revolving credit facility and other 88 101 Capital leases, net 3,634 9,301 Deferred financing costs, net (7,975 ) (14,710 ) 843,013 1,223,106 Less: current portion (10,707 ) (17,385 ) Long-term debt including leases $ 832,306 $ 1,205,721 |
Maturities of Long-Term Debt | Maturities of long-term debt are as follows: Capital Lease Obligations Lease Less Present Other Total Principal Payment Interest Value Term Debt Payments Year Ended: 2017 $ 2,866 $ 82 $ 2,784 $ 8,006 $ 10,790 2018 685 16 669 8,007 8,676 2019 183 2 181 821,303 821,484 2020 - - - 19 19 2021 - - - 19 19 Thereafter - - - 10,000 10,000 $ 3,734 $ 100 $ 3,634 $ 847,354 $ 850,988 |
Summary of Asset and Related Accumulated Depreciation in Balance Sheet for Capital Lease Items | Information pertaining to assets and related accumulated depreciation in the balance sheet for capital lease items is as follows: December 31, 2016 December 31, 2015 Cost $ 18,350 $ 22,684 Accumulated depreciation (10,994 ) (8,812 ) Net book value $ 7,356 $ 13,872 |
Earnings (Loss) per Share (Tabl
Earnings (Loss) per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings per Share | The table below shows the computation of basic and diluted earnings per share for the years ended December 31, 2016, 2015, and 2014: Year Ended December 31, 2016 2015 2014 Numerator: Net income (loss) attributable to Fairmount Santrol Holdings Inc. $ (140,192 ) $ (92,135 ) $ 170,450 Denominator: Basic weighted average shares outstanding 179,429 161,297 157,950 Dilutive effect of employee stock options, RSUs, and PRSUs - - 8,327 Diluted weighted average shares outstanding 179,429 161,297 166,277 Earnings (loss) per common share - basic $ (0.78 ) $ (0.57 ) $ 1.08 Earnings (loss) per common share - diluted $ (0.78 ) $ (0.57 ) $ 1.03 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Dec. 31, 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 Consolidated Balance Sheets as of December 31, 2016 and 2015: Assets (Liabilities) Interest Rate Swap Agreements Balance Sheet Classification December 31, 2016 December 31, 2015 Designated as cash flow hedges Other long-term liabilities $ (14,488 ) $ (12,107 ) Designated as cash flow hedges Other assets 39 118 $ (14,449 ) $ (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 years ended December 31, 2016, 2015, and 2014, respectively: Derivatives in Location of Gain (Loss) ASC 815-20 Cash Flow Recognized in Income on Year Ended December 31, Hedging Relationships Derivative (Ineffective Portion) 2016 2015 2014 Interest rate swap agreements Interest expense (income) $ (7 ) $ (51 ) $ 21 $ (7 ) $ (51 ) $ 21 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value on a Long-term debt | . The following table presents the fair value as of December 31, 2016 and 2015, respectively, for the Company’s long-term debt: Quoted Prices Other in Observable Unobservable Markets Inputs Inputs Long-Term Debt Fair Value Measurements (Level 1) (Level 2) (Level 3) Total December 31, 2016 Term B-2 Loans - 699,683 - 699,683 Extended Term B-1 Loans - 114,308 - 114,308 $ - $ 813,991 $ - $ 813,991 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 December 31, 2016 and 2015 for the Company’s other financial instruments. Fair value of interest rate swap agreements in based on the present value of the expected future cash flows, considering the risks involved, and using discount rates appropriate for the maturity date. These are determined using Level 2 inputs. Quoted Prices Other in Observable Unobservable Markets Inputs Inputs Recurring Fair Value Measurements (Level 1) (Level 2) (Level 3) Total December 31, 2016 Interest rate swap agreements $ - $ (14,449 ) $ - $ (14,449 ) $ - $ (14,449 ) $ - $ (14,449 ) December 31, 2015 Interest rate swap agreements $ - $ (11,989 ) $ - $ (11,989 ) $ - $ (11,989 ) $ - $ (11,989 ) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income (Loss) Before Provision (Benefit) Income Taxes | Income (loss) before provision (benefit) for income taxes includes the following components: 2016 2015 2014 United States $ (237,486 ) $ (94,746 ) $ 238,332 Foreign (2,080 ) 877 9,704 Total $ (239,566 ) $ (93,869 ) $ 248,036 |
Schedule of Components of Provision (benefit) for Income Taxes | The components of the provision (benefit) for income taxes are as follows: 2016 2015 2014 Federal $ (19,056 ) $ (23,515 ) $ 30,656 State and local 674 359 3,754 Foreign 907 1,396 5,193 Subtotal (17,475 ) (21,760 ) 39,603 Change in deferred taxes (81,966 ) 19,821 37,810 Total $ (99,441 ) $ (1,939 ) $ 77,413 |
Reconciliation of Statutory Federal Income Tax Rate to Company's Effective Tax Rate | The effective tax rate for 2014 was a provision on income, while 2016 and 2015 were provisions on losses. A reconciliation of the statutory federal income tax rate to the Company’s effective tax rate is as follows: 2016 2015 2014 U.S. statutory rate 35.0% 35.0% 35.0% Increase (decrease) resulting from: State income taxes, net 1.5 0.2 1.2 Foreign tax rate differential and adjustment (0.1 ) 0.1 0.6 U.S. statutory depletion 3.7 9.7 (5.8 ) Manufacturers' deduction (0.1 ) (4.0 ) (0.9 ) Unremitted foreign earnings 0.2 (4.1 ) 0.0 Goodwill impairment 0.0 (6.2 ) 0.0 Valuation allowance (4.4 ) (27.6 ) 0.5 Loss carryback 6.6 0.0 0.0 Other items, net (0.9 ) (1.0 ) 0.6 Effective rate 41.5% 2.1% 31.2% |
Schedule of Components of Net Deferred Tax Assets and Liabilities | Significant components of deferred tax assets and liabilities as of December 31, 2016 and 2015 are as follows: 2016 2015 Deferred tax assets Accrued liabilities $ 2,771 $ 1,088 Inventory 775 3,168 Stock compensation 18,784 19,213 Deferred compensation 1,039 1,161 Interest rate derivatives 5,189 4,373 Pension 3,210 3,425 Intangibles 11,401 13,791 Foreign tax credit carryforwards 1,662 1,196 Alternative minimum tax credit carryforwards 6,509 24,463 Research and experimentation tax credit carryforwards 540 971 Net operating loss carryforwards 72,901 965 Other assets 1,985 2,027 Total deferred tax assets before valuation allowance 126,766 75,841 Valuation allowance (21,959 ) (27,230 ) Total deferred tax assets after valuation allowance 104,807 48,611 Deferred tax liabilities Property, plant, and equipment (107,089 ) (131,278 ) Unremitted foreign earnings (905 ) (2,553 ) Other liabilities (2,626 ) (3,515 ) Total deferred tax liabilities (110,620 ) (137,346 ) Net deferred tax assets (liabilities) $ (5,813 ) $ (88,735 ) |
Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: 2016 2015 2014 Unrecognized tax benefits balance - January 1 $ 5,200 $ 5,327 $ 3,038 Increases (decreases) for tax positions in prior years (2,685 ) (222 ) 2,201 Increases (decreases) for tax positions in current year 503 95 88 Unrecognized tax benefits balance - December 31 $ 3,018 $ 5,200 $ 5,327 |
Common Stock and Stock-Based 44
Common Stock and Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Fair Value Assumptions Based on Black-Scholes-Merton Options-Pricing Model | The weighted-average fair value of RSUs granted during the years ended December 31, 2016 and 2015 was $2.42 and $8.80, respectively, based on the closing price of the underlying share as of the grant date. The weighted-average fair value of PRSUs granted during the year ended December 31, 2016 was $2.27. The weighted-average fair value of options granted during the years ended December 31, 2016, 2015, and 2014 was $2.24, $8.79, and $8.49, respectively, based on the Black-Scholes-Merton options-pricing model, with the following assumptions: 2016 2015 2014 Dividend yield 0.00 % 0.00 % 0.00 % Expected volatility 97.47 % 45.61 % 48.72 % Risk-free interest rate 1.26 - 1.47 % 1.65 - 2.03 % 1.94 - 2.03 % Expected option life 6.0 years 6.5 years 6.5 years |
Summary of Share Based Compensation Activity of Option and Non-option Instruments | Option activity during 2016 is as follows: Weighted Weighted Performance Weighted Average Restricted Average Price at Restricted Average Price at Options Price, Options Stock Units RSU Issue Date Stock Units PRSU Issue Date 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 (3,071 ) 2.10 (14 ) 8.83 - - Forfeited (633 ) 8.61 (113 ) 6.82 (23 ) 2.04 Expired (715 ) 8.81 (18 ) 6.82 - - Outstanding at December 31, 2016 13,598 $ 6.45 1,459 $ 5.10 458 $ 2.28 Exercisable at December 31, 2016 7,133 $ 5.03 - $ - - $ - |
Defined Benefit Plans (Tables)
Defined Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Assumptions Used to Determine the Company's Obligations | The following assumptions were used to determine the Company’s obligations under the plans: Wedron Pension Troy Grove Pension 2016 2015 2016 2015 Discount rate 4.00 % 3.75 % 4.25 % 4.00 % Long-term rate of return on plan assets 7.40 % 7.50 % 7.40 % 7.50 % |
Summary of Estimated Future Benefit Payment | Benefits expected to be paid out over the next ten years: Year Ending Benefit Payment 2017 $ 356 2018 395 2019 426 2020 458 2021 481 2022-2026 2,653 |
Summary of Fair Value Measurements for Assets Held in Benefit Plans | Fair value measurements for assets held in the benefit plans as of December 31, 2016 are as follows: Quoted Other in Active Observable Unobservable Markets Inputs Inputs Balance at (Level 1) (Level 2) (Level 3) December 31, 2016 Cash $ 60 $ - $ - $ 60 Fixed income 1,860 - - 1,860 Mutual funds 5,051 - - 5,051 $ 6,971 $ - $ - $ 6,971 |
Change In Benefit Obligation [Member] | |
Summary of Defined Benefit Plans | Benefits under the Wedron plan were frozen effective December 31, 2012. Benefit under the Troy Grove plan were frozen effective December 31, 2016. During 2016, the Troy Grove plan was amended to allow unreduced retirement benefits for certain plan participants. The $181 impact of this amendment is recognized in expense in 2016. The plans were underfunded by $2,096 and $2,199 as of December 31, 2016 and 2015, respectively, as shown below: 2016 2015 Change in benefit obligation Benefit obligation at beginning of year $ 8,812 $ 9,146 Service cost 84 108 Interest cost 348 340 Actuarial (gain) loss (82 ) (525 ) Benefit payments (276 ) (257 ) Plan amendments 181 - Benefit obligation at end of year $ 9,067 $ 8,812 Change in plan assets Fair value of plan assets at beginning of year $ 6,613 $ 6,897 Actual return on plan assets 558 (90 ) Employer contributions 76 63 Benefit payments (276 ) (257 ) Fair value of plan assets at end of year $ 6,971 $ 6,613 Accrued benefit cost $ (2,096 ) $ (2,199 ) |
Net Periodic Benefit Cost [Member] | |
Summary of Defined Benefit Plans | The following relates to the defined benefit plans for the years ended December 31, 2016, 2015, and 2014, respectively: Year Ended December 31, 2016 2015 2014 Components of net periodic benefit cost Service cost $ 84 $ 108 $ 74 Interest cost 348 340 332 Expected return on plan assets (480 ) (508 ) (585 ) Amortization of prior service cost - 16 19 Amortization of net actuarial loss 265 280 159 Curtailment 182 - - Net periodic benefit cost $ 399 $ 236 $ (1 ) Year Ended December 31, 2016 2015 2014 Changes in other comprehensive income (loss) Net actuarial gain (loss) $ 158 $ (75 ) $ (1,699 ) Amortization of prior service cost - 16 16 Amortization of net actuarial loss 265 280 164 Curtailment 182 - - Deferred tax asset (180 ) (124 ) 569 Other comprehensive income (loss) $ 425 $ 97 $ (950 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Minimum Lease Payments Under Long-term Operating Lease Obligations | Minimum lease payments, primarily for railcars, equipment, and office leases, due under the long-term operating lease obligations are shown below. The table below includes railcar leases, which comprise substantially all of the Company’s equipment lease obligations, as well as purchase commitments for guaranteed minimum payments for certain third party terminal operators: Equipment Real Estate Total 2017 $ 38,943 $ 10,018 $ 48,961 2018 37,113 8,049 45,162 2019 35,674 7,250 42,924 2020 28,395 6,706 35,101 2021 28,249 4,810 33,059 Thereafter 88,183 7,014 95,197 Total $ 256,557 $ 43,847 $ 300,404 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Summarized Financial Information for Reportable Segments | Year Ended December 31, 2016 2015 2014 Revenues Proppant Solutions $ 416,144 $ 710,083 $ 1,232,232 Industrial & Recreational Products 118,869 118,626 124,226 Total revenues 535,013 828,709 1,356,458 Segment gross profit Proppant Solutions 26,501 175,226 463,426 Industrial & Recreational Products 48,798 44,638 41,578 Total segment gross profit 75,299 219,864 505,004 Operating expenses excluded from segment gross profit Selling, general, and administrative 79,140 85,191 130,798 Depreciation, depletion, and amortization 72,276 66,754 59,379 Goodwill and other asset impairments 93,148 87,476 - Restructuring charges 1,155 9,221 - Other operating expense 8,899 1,357 3,163 Interest expense, net 65,367 62,242 60,842 Gain on repurchase of debt, net (5,110 ) - - Other non-operating expense (income) (10 ) 1,492 2,786 Income (loss) before provision for income taxes $ (239,566 ) $ (93,869 ) $ 248,036 |
Restructuring and Other Charg48
Restructuring and Other Charges (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring And Related Activities [Abstract] | |
Summary of Restructuring and Other Costs Recognized | A summary of the restructuring and other costs recognized for the years ended December 31, 2016, 2015, and 2014, respectively, is as follows: Year Ended December 31, 2016 2015 2014 Restructuring charges Workforce reduction costs, including one-time severance payments $ 1,155 $ 1,682 $ - Other exit costs, including multiemployer pension plan withdrawal liability and additional cash costs to exit facilities - 7,539 - Total restructuring charges $ 1,155 $ 9,221 $ - |
Summary of Restructuring and Other Costs by Operating Segment | A summary of the restructuring and other costs by operating segment for the years ended December 31, 2016, 2015, and 2014, respectively, is as follows: Year Ended December 31, 2016 2015 2014 Restructuring charges Proppant Solutions $ - $ 1,162 $ - Industrial & Recreational Products - 6,377 - Corporate 1,155 1,682 - Total restructuring charges $ 1,155 $ 9,221 $ - |
Geographic Information (Tables)
Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Text Block [Abstract] | |
Summary of Revenue and Long-lived Assets | The following tables show total Company revenues and long-lived assets. Revenues are attributed to geographic regions based on the selling location. Long-lived assets are located in the respective geographic regions. Year Ended December 31, 2016 2015 2014 Revenues Domestic $ 522,870 $ 798,750 $ 1,254,071 International 12,143 29,959 102,387 Total revenues $ 535,013 $ 828,709 $ 1,356,458 December 31, 2016 December 31, 2015 December 31, 2014 Long-lived assets Domestic $ 725,280 $ 867,352 $ 832,280 International 2,455 3,645 8,994 Long-lived assets $ 727,735 $ 870,997 $ 841,274 |
Quarterly Financial Data (Una50
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Data | The following tables set forth the Company’s unaudited quarterly consolidated statements of operations for each of the last four quarters for the periods ended December 31, 2016 and 2015. This unaudited quarterly information has been prepared on the same basis as the Company’s annual audited financial statements and includes all adjustments, consisting only of normal recurring adjustments that are necessary to present fairly the financial information for the fiscal quarters presented. First Quarter Second Third Quarter Fourth Quarter 2016: Revenues $ 145,458 $ 114,249 $ 134,775 $ 140,531 Cost of goods sold 118,464 114,129 114,873 112,248 Operating expenses 37,270 134,403 44,363 38,582 Interest expense, net 17,262 16,606 16,175 15,324 Gain on repurchase of debt, net - - - (5,110 ) Other non-operating income (5 ) - - (5 ) Benefit for income taxes (15,754 ) (63,019 ) (20,013 ) (655 ) Net loss (11,779 ) (87,870 ) (20,623 ) (19,853 ) Less: Net income (loss) attributable to the non-controlling interest (3 ) 16 2 52 Net loss attributable to Fairmount Santrol Holdings Inc. (11,776 ) (87,886 ) (20,625 ) (19,905 ) Loss per share, basic $ (0.07 ) $ (0.54 ) $ (0.11 ) $ (0.09 ) Loss per share, diluted $ (0.07 ) $ (0.54 ) $ (0.11 ) $ (0.09 ) Weighted average number of shares outstanding, basic 161,446 161,647 183,620 212,609 Weighted average number of shares outstanding, diluted 161,446 161,647 183,620 212,609 First Second Third Quarter Fourth Quarter 2015: Revenues $ 301,490 $ 221,323 $ 170,950 $ 134,946 Cost of goods sold 202,548 165,130 131,679 109,488 Operating expenses 41,813 53,835 39,828 114,199 Interest expense, net 15,308 14,894 15,963 16,077 Other non-operating expense 324 - 1,492 - Provision (benefit) for income taxes 10,617 (26,677 ) 28,117 (13,996 ) Net income (loss) 30,880 14,141 (46,129 ) (90,822 ) Less: Net income attributable to the non-controlling interest 121 4 71 9 Net income (loss) attributable to Fairmount Santrol Holdings Inc. 30,759 14,137 (46,200 ) (90,831 ) Earnings (loss) per share, basic $ 0.19 $ 0.09 $ (0.29 ) $ (0.56 ) Earnings (loss) per share, diluted $ 0.18 $ 0.08 $ (0.29 ) $ (0.56 ) Weighted average number of shares outstanding, basic 160,949 161,368 161,413 161,433 Weighted average number of shares outstanding, diluted 166,331 166,867 161,413 161,433 |
Organization - Additional Infor
Organization - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2016SegmentCountry | |
Organization [Line Items] | |
Number of reportable segments | Segment | 2 |
Number of countries in which Proppant solutions business serves | Country | 7 |
Technimat LLC [Member] | |
Organization [Line Items] | |
Ownership percentage in subsidiary company | 90.00% |
Santrol (Yixing) Proppant Co [Member] | |
Organization [Line Items] | |
Ownership percentage in subsidiary company | 70.00% |
Summary of Significant Accoun52
Summary of Significant Accounting Policies - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2016USD ($)Labor_UnionsCustomer | Dec. 31, 2015USD ($)Customer | Dec. 31, 2014USD ($) | |
Significant Of Accounting Policies [Line Items] | |||
Allowance for doubtful accounts | $ 3,055,000 | $ 2,470,000 | |
Higher inventories valuation using FIFO | $ 1,256,000 | $ 2,912,000 | |
Inventory percentage | 21.00% | 18.00% | |
Write down in value of inventory | $ 10,302,000 | $ 1,591,000 | $ 908,000 |
Adjustments to increase the inventory reserve | 10,302,000 | 1,591,000 | |
Provision for depreciation | 0 | ||
Interest cost capitalized | 1,380,000 | 4,903,000 | |
Depreciation and depletion expense | 67,614,000 | 62,218,000 | 54,111,000 |
Financing costs write off | $ 2,618,000 | $ 864,000 | |
Number of customer | Customer | 2 | 1 | |
Total expense for research and development | $ 3,703,000 | $ 5,036,000 | $ 6,286,000 |
Expires in 2019 [Member] | |||
Significant Of Accounting Policies [Line Items] | |||
Number of union Agreements | Labor_Unions | 2 | ||
Contract expire date | 2,019 | ||
Workforce Subject to Collective Bargaining Arrangements [Member] | Unionized Employees Concentration Risk [Member] | |||
Significant Of Accounting Policies [Line Items] | |||
Accounts receivable, percentage | 18.00% | ||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | |||
Significant Of Accounting Policies [Line Items] | |||
Accounts receivable, percentage | 10.00% | 10.00% | |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer One [Member] | |||
Significant Of Accounting Policies [Line Items] | |||
Accounts receivable, percentage | 34.00% | 35.00% | |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer Two [Member] | |||
Significant Of Accounting Policies [Line Items] | |||
Accounts receivable, percentage | 11.00% | ||
Revenues [Member] | Research And Development Concentration Risk [Member] | |||
Significant Of Accounting Policies [Line Items] | |||
Accounts receivable, percentage | 0.69% | 0.61% | 0.46% |
Maximum [Member] | |||
Significant Of Accounting Policies [Line Items] | |||
Debt instrument maturity period | 3 months | ||
Minimum [Member] | |||
Significant Of Accounting Policies [Line Items] | |||
Tax benefit recognition, threshold limit | 50.00% |
Summary of Significant Accoun53
Summary of Significant Accounting Policies - Summary of Estimated Service Lives of Property and Equipment (Detail) | 12 Months Ended |
Dec. 31, 2016 | |
Minimum [Member] | Land Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated service lives | 10 years |
Minimum [Member] | Machinery and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated service lives | 3 years |
Minimum [Member] | Buildings and Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated service lives | 10 years |
Minimum [Member] | Furniture, Fixtures and Other [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated service lives | 3 years |
Maximum [Member] | Land Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated service lives | 40 years |
Maximum [Member] | Machinery and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated service lives | 20 years |
Maximum [Member] | Buildings and Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated service lives | 40 years |
Maximum [Member] | Furniture, Fixtures and Other [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated service lives | 10 years |
Summary of Significant Accoun54
Summary of Significant Accounting Policies - Summary of Deferred Financing Costs (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred Finance Costs Net [Abstract] | ||
Deferred financing costs | $ 39,924 | $ 42,541 |
Accumulated amortization | (29,530) | (24,145) |
Deferred financing costs, net | $ 10,394 | $ 18,396 |
Summary of Significant Accoun55
Summary of Significant Accounting Policies - Components of Accumulated Other Comprehensive Income (loss) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss), Gross | $ (27,539) | $ (24,172) |
Accumulated other comprehensive income (loss), Tax Effect | 8,537 | 6,479 |
Accumulated other comprehensive income (loss) | (19,002) | (17,693) |
Foreign Currency Translation [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss), Gross | (10,804) | (10,030) |
Accumulated other comprehensive income (loss), Tax Effect | 2,533 | 1,318 |
Accumulated other comprehensive income (loss) | (8,271) | (8,712) |
Additional Pension Liability [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss), Gross | (3,589) | (4,014) |
Accumulated other comprehensive income (loss), Tax Effect | 1,291 | 1,464 |
Accumulated other comprehensive income (loss) | (2,298) | (2,550) |
Unrealized Gain (Loss) on Interest Rate Hedges [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss), Gross | (13,146) | (10,128) |
Accumulated other comprehensive income (loss), Tax Effect | 4,713 | 3,697 |
Accumulated other comprehensive income (loss) | $ (8,433) | $ (6,431) |
Summary of Significant Accoun56
Summary of Significant Accounting Policies - Changes in Accumulated Other Comprehensive Income by Component (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | $ (17,693) |
Other comprehensive income (loss) before reclassifications | (5,811) |
Amounts reclassified from accumulated other comprehensive income (loss) | 4,502 |
Ending balance | (19,002) |
Foreign Currency Translation [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | (8,712) |
Other comprehensive income (loss) before reclassifications | 441 |
Ending balance | (8,271) |
Additional Pension Liability [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | (2,550) |
Other comprehensive income (loss) before reclassifications | (14) |
Amounts reclassified from accumulated other comprehensive income (loss) | 266 |
Ending balance | (2,298) |
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 | (6,238) |
Amounts reclassified from accumulated other comprehensive income (loss) | 4,236 |
Ending balance | $ (8,433) |
Summary of Significant Accoun57
Summary of Significant Accounting Policies - Reclassifications out of Accumulated Other Comprehensive Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||
Interest expense | $ 15,324 | $ 16,175 | $ 16,606 | $ 17,262 | $ 16,077 | $ 15,963 | $ 14,894 | $ 15,308 | $ 65,367 | $ 62,242 | $ 60,842 |
Income (loss) before provision for income taxes | (239,566) | (93,869) | 248,036 | ||||||||
Tax expense (benefit) | (655) | (20,013) | (63,019) | (15,754) | (13,996) | 28,117 | (26,677) | 10,617 | (99,441) | (1,939) | 77,413 |
Net income (loss) | (19,853) | (20,623) | (87,870) | (11,779) | (90,822) | (46,129) | 14,141 | 30,880 | (140,125) | (91,930) | 170,623 |
Cost of sales | $ 112,248 | $ 114,873 | $ 114,129 | $ 118,464 | $ 109,488 | $ 131,679 | $ 165,130 | $ 202,548 | 459,714 | $ 608,845 | $ 851,454 |
Reclassification Out of Accumulated Other Comprehensive Income [Member] | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||
Net income (loss) | 4,502 | ||||||||||
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 | 6,522 | ||||||||||
Tax expense (benefit) | (2,286) | ||||||||||
Net income (loss) | 4,236 | ||||||||||
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 | 265 | ||||||||||
Reclassification Out of Accumulated Other Comprehensive Income [Member] | Additional Pension Liability [Member] | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||
Income (loss) before provision for income taxes | 447 | ||||||||||
Tax expense (benefit) | (181) | ||||||||||
Net income (loss) | 266 | ||||||||||
Reclassification Out of Accumulated Other Comprehensive Income [Member] | Accumulated Defined Benefit Plans Adjustment, Net Transition Attributable to Parent [Member] | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||
Cost of sales | $ 182 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 7,465 | $ 10,145 |
Work-in-process | 12,681 | 14,613 |
Finished goods | 33,760 | 48,648 |
Inventory gross | 53,906 | 73,406 |
Less: LIFO reserve | (1,256) | (2,912) |
Inventories, net | $ 52,650 | $ 70,494 |
Property, Plant, and Equipmen59
Property, Plant, and Equipment - Schedule of Property, Plant, and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment gross | $ 1,108,271 | $ 1,194,138 | |
Accumulated depletion and depreciation | (380,536) | (323,141) | |
Property, plant, and equipment, net | 727,735 | 870,997 | $ 841,274 |
Land and Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment gross | 86,298 | 82,966 | |
Mineral Reserves and Mine Development [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment gross | 253,766 | 323,691 | |
Machinery and Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment gross | 596,962 | 575,034 | |
Buildings and Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment gross | 161,057 | 167,491 | |
Furniture, Fixtures and Other [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment gross | 3,440 | 3,609 | |
Construction in Progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment gross | $ 6,748 | $ 41,347 |
Property, Plant, and Equipmen60
Property, Plant, and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property Plant And Equipment Capitalized Interest Costs [Abstract] | |||
Asset impairments | $ 93,148 | $ 18,230 | $ 0 |
Accrued Expenses - Summary of A
Accrued Expenses - Summary of Accrued Expenses (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Payables And Accruals [Abstract] | ||
Accrued payroll and fringe benefits | $ 10,554 | $ 13,285 |
Contingent consideration | 2,507 | |
Accrued income taxes | 421 | 1,042 |
Accrued real estate taxes | 4,821 | 5,901 |
Other accrued expenses | 7,882 | 6,557 |
Accrued expenses | $ 26,185 | $ 26,785 |
Other Long-Term Liabilities - S
Other Long-Term Liabilities - Summary of Other Long-Term Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Other Liabilities Disclosure [Abstract] | ||
Interest rate swaps | $ 14,488 | $ 12,107 |
Accrued asset retirement obligations | 5,249 | 4,288 |
Accrued compensation and benefits | 11,579 | 11,752 |
Other | 6,956 | 5,655 |
Other long-term liabilities | $ 38,272 | $ 33,802 |
Goodwill and Other Intangible63
Goodwill and Other Intangible Assets - Summary of Activity in Goodwill (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Line Items] | ||||
Beginning Balance | $ 15,301,000 | $ 84,677,000 | ||
Impairment | (69,246,000) | $ 0 | ||
Currency Translation / Other | (130,000) | |||
Ending Balance | $ 15,301,000 | 15,301,000 | 15,301,000 | 84,677,000 |
Proppant Solutions [Member] | ||||
Goodwill [Line Items] | ||||
Beginning Balance | 68,216,000 | |||
Impairment | (69,246,000) | 0 | (69,246,000) | |
Currency Translation / Other | 1,030,000 | |||
Ending Balance | 68,216,000 | |||
Industrial & Recreational Products [Member] | ||||
Goodwill [Line Items] | ||||
Beginning Balance | 15,301,000 | 16,461,000 | ||
Currency Translation / Other | (1,160,000) | |||
Ending Balance | $ 15,301,000 | $ 15,301,000 | $ 15,301,000 | $ 16,461,000 |
Goodwill and Other Intangible64
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill impairment charges | $ 69,246,000 | $ 0 | ||
Description of impairment loss in the goodwill | Company concluded that the goodwill attributable to the Proppant Solutions segment was fully impaired in the three months ended December 31, 2015 | |||
Contingent consideration | $ 2,507,000 | |||
SSP Acquisition [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Business acquisition additional purchase price | 3,794,000 | |||
Business acquisition additional purchase price paid | 1,287,000 | |||
Contingent consideration | $ 2,507,000 | |||
Useful life of intangible asset | 20 years | |||
Supply Agreement [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Useful life of acquired intangible assets | 10 years | |||
Proppant Solutions [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill impairment charges | $ 69,246,000 | $ 0 | $ 69,246,000 |
Goodwill and Other Intangible65
Goodwill and Other Intangible Assets - Summary of Acquired Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 111,388 | $ 108,210 |
Accumulated Amortization | (16,047) | (11,728) |
Intangible Assets, net | 95,341 | 96,482 |
Acquired Technology and Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 60,115 | 56,320 |
Intangible Assets, net | 60,115 | 56,320 |
Supply Agreement [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 50,700 | 50,700 |
Accumulated Amortization | (15,548) | (11,154) |
Intangible Assets, net | 35,152 | 39,546 |
Other Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 573 | 1,190 |
Accumulated Amortization | (499) | (574) |
Intangible Assets, net | $ 74 | $ 616 |
Goodwill and Other Intangible66
Goodwill and Other Intangible Assets - Summary of Estimated Future Amortization Expense Related to Intangible Assets (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Intangible Liability Disclosure [Abstract] | |
2,017 | $ 7,463 |
2,018 | 7,411 |
2,019 | 7,400 |
2,020 | 7,400 |
2,021 | 7,400 |
Thereafter | 58,267 |
Total | $ 95,341 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt (Detail) - USD ($) $ in Thousands | Dec. 31, 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 | 3,634 | 9,301 |
Deferred financing costs, net | (10,394) | (18,396) |
Long term debt | 843,013 | 1,223,106 |
Less: current portion | (10,707) | (17,385) |
Long-term debt including leases | 832,306 | 1,205,721 |
Term B-1 Loans [Member] | ||
Debt Instrument [Line Items] | ||
Term Loans | 156,134 | |
Term B-2 Loans [Member] | ||
Debt Instrument [Line Items] | ||
Term Loans | 719,632 | 902,402 |
Extended Term B-1 Loans [Member] | ||
Debt Instrument [Line Items] | ||
Term Loans | 117,634 | 159,878 |
Term Loans [Member] | ||
Debt Instrument [Line Items] | ||
Deferred financing costs, net | $ (7,975) | $ (14,710) |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) - USD ($) | Nov. 17, 2016 | Apr. 28, 2016 | Sep. 30, 2015 | Dec. 31, 2016 | Nov. 29, 2016 | Oct. 17, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | |||||||
Outstanding term loans | $ 88,000 | $ 101,000 | |||||
Prepayment of accrued interest | $ 227,000 | ||||||
Prepayment of principal amount | $ 69,580,000 | ||||||
Debt instrument borrowings, maturity date | Sep. 1, 2027 | ||||||
Outstanding letters of credit | $ 13,818,000 | ||||||
Industrial revenue bond outstanding | $ 10,000,000 | ||||||
Interest on bond | 0.80% | ||||||
Letter of credit | $ 10,000,000 | ||||||
Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Available capacity remaining on the revolving credit facility | $ 17,432,000 | ||||||
Revolving Credit Facility [Member] | Borrowings [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate of borrowings | 4.30% | ||||||
3/17/2017 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Outstanding term loans | $ 16,723,000 | ||||||
Debt instrument borrowings, maturity date | Mar. 17, 2017 | ||||||
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] | Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Total Revolving Credit Facility commitment | 31,250,000 | ||||||
Revolving Credit Facility termination date | Sep. 6, 2018 | ||||||
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] | Revolving Credit Facility [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Outstanding term loans | 31,250,000 | ||||||
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] | |||||||
Prepayment of principal amount | $ 69,580,000 | ||||||
Debt instrument borrowings, maturity date | Jul. 15, 2018 | ||||||
Extended Term B-1 Loans [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Repurchases of term loans | $ 37,867,000 | $ 3,000,000 | |||||
Repurchased term loan as percentage of par | 91.50% | ||||||
Repurchased term loan as average percentage of par | 96.30% | ||||||
Extended Term B-1 Loans [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate of borrowings | 4.50% | ||||||
Term B-1 Loans [Member] | March 2017 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Prepayment of principal amount | $ 16,766,000 | ||||||
Term B-2 Loans [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Repurchases of term loans | $ 175,133,000 | ||||||
Repurchased term loan as average percentage of par | 96.30% | ||||||
Term B-2 Loans [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate of borrowings | 4.50% |
Long-Term Debt - Maturities of
Long-Term Debt - Maturities of Long-term debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Capital Lease Obligations, Lease Payment, 2017 | $ 2,866 | |
Capital Lease Obligations, Lease Payment, 2018 | 685 | |
Capital Lease Obligations, Lease Payment, 2019 | 183 | |
Capital Lease Obligations, Lease Payment, 2020 | 0 | |
Capital Lease Obligations, Lease Payment, 2021 | 0 | |
Capital Lease Obligations, Lease Payment, Thereafter | 0 | |
Capital Lease Obligations, Lease Payment, Total | 3,734 | |
Capital Lease Obligations, Less Interest, 2017 | 82 | |
Capital Lease Obligations, Less Interest, 2018 | 16 | |
Capital Lease Obligations, Less Interest, 2019 | 2 | |
Capital Lease Obligations, Less Interest, 2020 | 0 | |
Capital Lease Obligations, Less Interest, 2021 | 0 | |
Capital Lease Obligations, Less Interest, Thereafter | 0 | |
Capital Lease Obligations, Less Interest, Total | 100 | |
Capital Lease Obligations, Present Value, 2017 | 2,784 | |
Capital Lease Obligations, Present Value, 2018 | 669 | |
Capital Lease Obligations, Present Value, 2019 | 181 | |
Capital Lease Obligations, Present Value, 2020 | 0 | |
Capital Lease Obligations, Present Value, 2021 | 0 | |
Capital Lease Obligations, Present Value, Thereafter | 0 | |
Capital Lease Obligations, Present Value, Total | 3,634 | |
Long term debt | 843,013 | $ 1,223,106 |
Total Principal Payments, 2017 | 10,790 | |
Total Principal Payments, 2018 | 8,676 | |
Total Principal Payments, 2019 | 821,484 | |
Total Principal Payments, 2020 | 19 | |
Total Principal Payments, 2021 | 19 | |
Total Principal Payments, Thereafter | 10,000 | |
Total Principal Payments, Total | 850,988 | |
Other Long-term Debt [Member] | ||
Debt Instrument [Line Items] | ||
Other Long-Term Debt, 2017 | 8,006 | |
Other Long-Term Debt, 2018 | 8,007 | |
Other Long-Term Debt, 2019 | 821,303 | |
Other Long-Term Debt, 2020 | 19 | |
Other Long-Term Debt, 2021 | 19 | |
Other Long-Term Debt, Thereafter | 10,000 | |
Long term debt | $ 847,354 |
Long Term Debt - Summary of Ass
Long Term Debt - Summary of Asset and Related Accumulated Depreciation in Balance Sheet for Capital Lease Items (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Capital Lease Obligations [Abstract] | ||
Cost | $ 18,350 | $ 22,684 |
Accumulated depreciation | (10,994) | (8,812) |
Net book value | $ 7,356 | $ 13,872 |
Earnings (Loss) per Share - Com
Earnings (Loss) per Share - Computation of Basic and Diluted Earnings per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Numerator: | |||||||||||
Net income (loss) attributable to Fairmount Santrol Holdings Inc. | $ (19,905) | $ (20,625) | $ (87,886) | $ (11,776) | $ (90,831) | $ (46,200) | $ 14,137 | $ 30,759 | $ (140,192) | $ (92,135) | $ 170,450 |
Denominator: | |||||||||||
Basic weighted average shares outstanding | 212,609,000 | 183,620,000 | 161,647,000 | 161,446,000 | 161,433,000 | 161,413,000 | 161,368,000 | 160,949,000 | 179,429,000 | 161,297,000 | 157,950,000 |
Dilutive effect of employee stock options, RSUs, and PRSUs | 0 | 0 | 8,327,000 | ||||||||
Diluted weighted average shares outstanding | 212,609,000 | 183,620,000 | 161,647,000 | 161,446,000 | 161,433,000 | 161,413,000 | 166,867,000 | 166,331,000 | 179,429,000 | 161,297,000 | 166,277,000 |
Earnings (loss) per common share - basic | $ (0.09) | $ (0.11) | $ (0.54) | $ (0.07) | $ (0.56) | $ (0.29) | $ 0.09 | $ 0.19 | $ (0.78) | $ (0.57) | $ 1.08 |
Earnings (loss) per common share - diluted | $ (0.09) | $ (0.11) | $ (0.54) | $ (0.07) | $ (0.56) | $ (0.29) | $ 0.08 | $ 0.18 | $ (0.78) | $ (0.57) | $ 1.03 |
Earnings (Loss) per Share - Add
Earnings (Loss) per Share - Additional Information (Detail) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | |
Earnings Per Share Basic [Line Items] | |||
Securities excluded from computation of earning per share | 715,068 | ||
Outstanding options | 13,598 | 16,277 | |
Restricted Stock Units (RSUs) [Member] | |||
Earnings Per Share Basic [Line Items] | |||
Performance restricted stock units, outstanding | 1,459 | 579 | |
Performance Restricted Stock Units PRSU [Member] | |||
Earnings Per Share Basic [Line Items] | |||
Performance restricted stock units, outstanding | 458 |
Derivative Instruments - Additi
Derivative Instruments - Additional Information (Detail) - Interest Rate Swap Agreements [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Derivative [Line Items] | ||
Notional amount of swap agreements | $ 525,225,000 | |
Current notional amount as percent of term debt outstanding | 63.00% | |
Scenario, Forecast [Member] | Interest Expense [Member] | ||
Derivative [Line Items] | ||
Reclassification from Accumulated other comprehensive income (loss) | $ 6,821,000 | |
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 | Dec. 31, 2016 | Dec. 31, 2015 |
Derivatives, Fair Value [Line Items] | ||
Derivative, fair value | $ (14,449) | $ (11,989) |
Designated as Cash Flow Hedges [Member] | Other Long-Term Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | (14,488) | (12,107) |
Designated as Cash Flow Hedges [Member] | Other Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 39 | $ 118 |
Derivative Instruments - Schedu
Derivative Instruments - Schedule of Interest Expense Derivatives (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Derivatives, Fair Value [Line Items] | |||||||||||
Interest expense (income) | $ (15,324) | $ (16,175) | $ (16,606) | $ (17,262) | $ (16,077) | $ (15,963) | $ (14,894) | $ (15,308) | $ (65,367) | $ (62,242) | $ (60,842) |
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) | (7) | (51) | 21 | ||||||||
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) | $ (7) | $ (51) | $ 21 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value on a Long-term debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of long term debt | $ 813,991 | $ 626,862 |
Term B-2 Loans [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of long term debt | 699,683 | 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 | 114,308 | 76,922 |
Term B-1 Loans [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of long term debt | 106,360 | |
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 | 813,991 | 626,862 |
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 | 699,683 | 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 | $ 114,308 | 76,922 |
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 | $ 106,360 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Instruments Carried at Fair Value (Detail) - USD ($) $ in Thousands | Dec. 31, 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 | $ (14,449) | $ (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) | (14,449) | (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 | (14,449) | (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) | (14,449) | (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 | $ (14,449) | $ (11,989) |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income (Loss) Before Provision (Benefit) Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
United States | $ (237,486) | $ (94,746) | $ 238,332 |
Foreign | (2,080) | 877 | 9,704 |
Total | $ (239,566) | $ (93,869) | $ 248,036 |
Income Taxes - Schedule of Co79
Income Taxes - Schedule of Components of Provision (Benefit) for Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||||||||||
Federal | $ (19,056) | $ (23,515) | $ 30,656 | ||||||||
State and local | 674 | 359 | 3,754 | ||||||||
Foreign | 907 | 1,396 | 5,193 | ||||||||
Subtotal | (17,475) | (21,760) | 39,603 | ||||||||
Change in deferred taxes | (81,966) | 19,821 | 37,810 | ||||||||
Total | $ (655) | $ (20,013) | $ (63,019) | $ (15,754) | $ (13,996) | $ 28,117 | $ (26,677) | $ 10,617 | $ (99,441) | $ (1,939) | $ 77,413 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory Federal Income Tax Rate to Company's Effective Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
U.S. statutory rate | 35.00% | 35.00% | 35.00% |
Increase (decrease) resulting from: | |||
State income taxes, net | 1.50% | 0.20% | 1.20% |
Foreign tax rate differential and adjustment | (0.10%) | 0.10% | 0.60% |
U.S. statutory depletion | 3.70% | 9.70% | (5.80%) |
Manufacturers' deduction | (0.10%) | (4.00%) | (0.90%) |
Unremitted foreign earnings | 0.20% | (4.10%) | 0.00% |
Goodwill impairment | 0.00% | (6.20%) | 0.00% |
Valuation allowance | (4.40%) | (27.60%) | 0.50% |
Loss carryback | 6.60% | 0.00% | 0.00% |
Other items, net | (0.90%) | (1.00%) | 0.60% |
Effective rate | 41.50% | 2.10% | 31.20% |
Income Taxes - Schedule of Co81
Income Taxes - Schedule of Components of Net Deferred Tax Assets and Liabilities (Detail) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred tax assets | ||
Accrued liabilities | $ 2,771,000 | $ 1,088,000 |
Inventory | 775,000 | 3,168,000 |
Stock compensation | 18,784,000 | 19,213,000 |
Deferred compensation | 1,039,000 | 1,161,000 |
Interest rate derivatives | 5,189,000 | 4,373,000 |
Pension | 3,210,000 | 3,425,000 |
Intangibles | 11,401,000 | 13,791,000 |
Foreign tax credit carryforwards | 1,662,000 | 1,196,000 |
Alternative minimum tax credit carryforwards | 6,509,000 | 24,463,000 |
Research and experimentation tax credit carryforwards | 540,000 | 971,000 |
Net operating loss carryforwards | 72,901,000 | 965,000 |
Other assets | 1,985,000 | 2,027,000 |
Total deferred tax assets before valuation allowance | 126,766,000 | 75,841,000 |
Valuation allowance | (21,959,000) | (27,230,000) |
Total deferred tax assets after valuation allowance | 104,807,000 | 48,611,000 |
Deferred tax liabilities | ||
Property, plant, and equipment | (107,089,000) | (131,278,000) |
Unremitted foreign earnings | (905,000) | (2,553,000) |
Other liabilities | (2,626,000) | (3,515,000) |
Total deferred tax liabilities | (110,620,000) | (137,346,000) |
Net deferred tax assets (liabilities) | $ (5,813,000) | $ (88,735,000) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Reconciliation Of Effective Income Tax Rate [Line Items] | ||||
Unrealized stock compensation deductions | $ 4,249,000 | |||
Alternative minimum tax credit carryforwards | 6,509,000 | $ 24,463,000 | ||
Foreign tax credit carryforwards | 1,662,000 | 1,196,000 | ||
Net operating loss carryforwards | 72,901,000 | 965,000 | ||
Research and experimentation tax credit carryforwards | 540,000 | 971,000 | ||
Unremitted foreign earnings | 905,000 | 2,553,000 | ||
Unrecognized tax benefits | 3,018,000 | 5,200,000 | $ 5,327,000 | $ 3,038,000 |
Unrecognized tax benefits that would impact effective tax rate | 1,708,000 | |||
Amount of accrued interest and penalties related to unrecognized tax benefits | $ 1,827,000 | 1,752,000 | ||
Research and Development [Member] | Minimum [Member] | ||||
Reconciliation Of Effective Income Tax Rate [Line Items] | ||||
Tax credit carryforwards expiration year | 2,034 | |||
Research and Development [Member] | Maximum [Member] | ||||
Reconciliation Of Effective Income Tax Rate [Line Items] | ||||
Tax credit carryforwards expiration year | 2,036 | |||
Federal [Member] | ||||
Reconciliation Of Effective Income Tax Rate [Line Items] | ||||
Net operating loss carryforwards | $ 72,119,000 | 0 | ||
Federal [Member] | Minimum [Member] | ||||
Reconciliation Of Effective Income Tax Rate [Line Items] | ||||
Net operating loss carryforwards expiration year | 2,034 | |||
Federal [Member] | Maximum [Member] | ||||
Reconciliation Of Effective Income Tax Rate [Line Items] | ||||
Net operating loss carryforwards expiration year | 2,036 | |||
Foreign [Member] | ||||
Reconciliation Of Effective Income Tax Rate [Line Items] | ||||
Net operating loss carryforwards | $ 921,000 | 0 | ||
Tax credit carryforwards expiration year | 2,024 | |||
Foreign [Member] | Minimum [Member] | ||||
Reconciliation Of Effective Income Tax Rate [Line Items] | ||||
Net operating loss carryforwards expiration year | 2,021 | |||
Foreign [Member] | Maximum [Member] | ||||
Reconciliation Of Effective Income Tax Rate [Line Items] | ||||
Net operating loss carryforwards expiration year | 2,036 | |||
State [Member] | ||||
Reconciliation Of Effective Income Tax Rate [Line Items] | ||||
Net operating loss carryforwards | $ 4,468,000 | $ 965,000 | ||
State [Member] | Minimum [Member] | ||||
Reconciliation Of Effective Income Tax Rate [Line Items] | ||||
Net operating loss carryforwards expiration year | 2,028 | |||
State [Member] | Maximum [Member] | ||||
Reconciliation Of Effective Income Tax Rate [Line Items] | ||||
Net operating loss carryforwards expiration year | 2,036 |
Income Taxes - Reconciliation83
Income Taxes - Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Unrecognized Tax Benefits, beginning balance | $ 5,200 | $ 5,327 | $ 3,038 |
Increases (decreases) for tax positions in prior years | (2,685) | (222) | 2,201 |
Increases (decreases) for tax positions in current year | 503 | 95 | 88 |
Unrecognized Tax Benefits, ending balance | $ 3,018 | $ 5,200 | $ 5,327 |
Common Stock and Stock Based Co
Common Stock and Stock Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Oct. 25, 2016 | Jul. 28, 2016 | Jul. 26, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock, par value | $ 0.01 | $ 0.01 | ||||
Common stock, voting rights | Each share of common stock has identical rights and privileges and is entitled to one vote per share. | |||||
Preferred stock, par value | $ 0.01 | $ 0.01 | ||||
Modification of retirement provision, description | The Company modified the LTIP to allow retirement-eligible participants (defined as age 55, plus 10 years of service) to continue to vest in options following retirement, and also allow retired participant to exercise options for up to 10 years from grant date. | |||||
Retired participants options exercise period from grant date | 10 years | |||||
Option exercisable period | 4 years | 4 years 7 months 6 days | ||||
Weighted-average fair value of options granted | $ 2.24 | $ 8.79 | $ 8.49 | |||
Stock compensation expense | $ 8,870 | $ 4,525 | $ 16,571 | |||
Stock compensation expense related to modification of retirement provisions | 2,135 | |||||
Aggregate intrinsic value of option outstanding | $ 80,510 | $ 4,129 | ||||
Weighted average remaining contractual life | 5 years 7 months 6 days | 5 years 8 months 12 days | ||||
Aggregate intrinsic value of option exercisable | $ 50,492 | $ 4,129 | ||||
Aggregate intrinsic value | $ 11.79 | $ 2.35 | ||||
Aggregate intrinsic value of stock options exercised | $ 17,992 | $ 1,839 | 51,410 | |||
Proceeds from option exercises | 6,438 | 1,767 | 6,540 | |||
Income tax benefits realized from stock option exercises | $ 6,423 | $ 656 | $ 16,143 | |||
Purchase shares outstanding | 13,598 | 16,277 | ||||
Weighted Average Exercise Price, Option, Granted | $ 2.24 | |||||
Unrecognized compensation cost of non-vested stock options, RSUs and PRSUs | $ 16,735 | $ 17,272 | ||||
Weighted-average period of unrecognized compensation cost | 4 years 2 months 12 days | |||||
July 2016 Offering [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares sold | 28,750 | |||||
Shares option to sell exercised by underwriters | 3,750 | |||||
Proceeds from issuance of common stock, net | $ 161,000 | |||||
October 2016 Offering [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Proceeds from issuance of common stock, net | $ 277,000 | |||||
Common Stock [Member] | July 2016 Offering [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares sold | 25,000 | |||||
Common Stock [Member] | October 2016 Offering [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares sold | 30,250 | |||||
Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted average grant date fair value | $ 2.42 | $ 8.80 | ||||
Weighted-average period of unrecognized compensation cost | 3 years 4 months 24 days | |||||
Performance Restricted Stock Units [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted average grant date fair value | $ 2.27 | |||||
Weighted-average period of unrecognized compensation cost | 2 years 2 months 12 days | |||||
Stock Options [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted-average period of unrecognized compensation cost | 3 years 2 months 12 days | |||||
Common Class B [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Option exercisable period | 10 years | |||||
Maximum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period of option | 7 years | |||||
Weighted Average Exercise Price, Option, Granted | $ 20.52 | $ 20.52 | ||||
Maximum [Member] | LTIP [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period of option | 5 years | |||||
Maximum [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period of option | 6 years | |||||
Minimum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period of option | 5 years | |||||
Weighted Average Exercise Price, Option, Granted | $ 1.43 | $ 1.43 | ||||
Minimum [Member] | LTIP [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period of option | 3 years | |||||
Minimum [Member] | LTIP [Member] | Options [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period of option | 3 years | |||||
Minimum [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period of option | 4 years | 4 years | ||||
Minimum [Member] | Performance Restricted Stock Units [Member] | Cliff Vest [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period of option | 3 years |
Common Stock and Stock Based 85
Common Stock and Stock Based Compensation - Schedule of Fair Value Assumptions Based on Black-Scholes-Merton Options-Pricing Model (Detail) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Sharebased Compensation Arrangement By Sharebased Payment Award Options Outstanding Weighted Average Exercise Price And Additional Disclosures [Abstract] | |||
Dividend yield | 0.00% | 0.00% | 0.00% |
Expected volatility | 97.47% | 45.61% | 48.72% |
Risk free interest rate, minimum | 1.26% | 1.65% | 1.94% |
Risk free interest rate, maximum | 1.47% | 2.03% | 2.03% |
Expected option life | 6 years | 6 years 6 months | 6 years 6 months |
Common Stock and Stock Based 86
Common Stock and Stock Based Compensation - Summary of Share Based Compensation Activity Of Option and Non-option Instruments (Detail) shares in Thousands | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options, Outstanding Beginning Balance | shares | 16,277 |
Options, Granted | shares | 1,740 |
Options, Exercised | shares | (3,071) |
Options, Forfeited | shares | (633) |
Options, Expired | shares | (715) |
Options, Outstanding Ending Balance | shares | 13,598 |
Options, Exercisable Ending Balance | shares | 7,133 |
Weighted Average Exercise Price, Option, Outstanding Beginning Balance | $ / shares | $ 6.28 |
Weighted Average Exercise Price, Option, Granted | $ / shares | 2.24 |
Weighted Average Exercise Price, Option, Exercised | $ / shares | 2.10 |
Weighted Average Exercise Price, Option, Forfeited | $ / shares | 8.61 |
Weighted Average Exercise Price, Option, Expired | $ / shares | 8.81 |
Weighted Average Exercise Price, Option, Outstanding Ending Balance | $ / shares | 6.45 |
Weighted Average Exercise Price, Option, Exercisable Ending Balance | $ / shares | $ 5.03 |
Restricted Stock Units (RSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Performance Restricted Stock Units, Outstanding Beginning Balance | shares | 579 |
Performance Restricted Stock Units, Granted | shares | 1,025 |
Options, Exercised | shares | (14) |
Options, Forfeited | shares | (113) |
Expired | shares | (18) |
Performance Restricted Stock Units, Outstanding Ending Balance | shares | 1,459 |
Weighted Average Price at PRSU Issue Date, Outstanding Beginning Balance | $ / shares | $ 10.45 |
Weighted Average Price at PRSU Issue Date, Granted | $ / shares | 2.42 |
Weighted Average Price at RSU Issue Date, Exercised | $ / shares | 8.83 |
Weighted Average Price at PRSU Issue Date, Forfeited | $ / shares | 6.82 |
Weighted Average Price at Issue Date, Expired | $ / shares | 6.82 |
Weighted Average Price at PRSU Issue Date, Outstanding Ending Balance | $ / shares | $ 5.10 |
Performance Restricted Stock Units PRSU [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Performance Restricted Stock Units, Granted | shares | 481 |
Options, Forfeited | shares | (23) |
Performance Restricted Stock Units, Outstanding Ending Balance | shares | 458 |
Weighted Average Price at PRSU Issue Date, Granted | $ / shares | $ 2.27 |
Weighted Average Price at PRSU Issue Date, Forfeited | $ / shares | 2.04 |
Weighted Average Price at PRSU Issue Date, Outstanding Ending Balance | $ / shares | $ 2.28 |
Defined Benefit Plans - Additio
Defined Benefit Plans - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)Pension_Plan | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | |||
Number of defined benefit pension plans | Pension_Plan | 2 | ||
Expense recognized on amendment | $ 181 | ||
Underfunded pension plan | 2,096 | $ 2,199 | |
Pension expense for multiemployer defined benefit pension plan | 399 | $ 236 | $ 1 |
Expected contributions to plans | 69 | ||
Defined Benefit Plan, Future Amortization of Gain | 237 | ||
Defined Benefit Plan, Future Amortization of Prior Service Cost | 0 | ||
Troy Grove Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expense recognized on amendment | $ 181 | ||
Equities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan target plan asset allocations | 70.00% | ||
Fixed Income Investments [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan target plan asset allocations | 30.00% |
Defined Benefit Plans - Summary
Defined Benefit Plans - Summary of Assumptions Used to Determine the Company's Obligations (Detail) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Wedron Pension [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 4.00% | 3.75% |
Long-term rate of return on plan assets | 7.40% | 7.50% |
Troy Grove Pension [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 4.25% | 4.00% |
Long-term rate of return on plan assets | 7.40% | 7.50% |
Defined Benefit Plans - Summa89
Defined Benefit Plans - Summary of Defined Benefit Plans (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Compensation And Retirement Disclosure [Abstract] | |||
Benefit obligation at beginning of year | $ 8,812 | $ 9,146 | |
Service cost | 84 | 108 | $ 74 |
Interest cost | 348 | 340 | 332 |
Actuarial (gain) loss | (82) | (525) | |
Actual return on plan assets | 558 | (90) | |
Benefit payments | (276) | (257) | |
Plan amendments | 181 | ||
Benefit obligation at end of year | 9,067 | 8,812 | 9,146 |
Fair value of plan assets at beginning of year | 6,613 | 6,897 | |
Employer contributions | 76 | 63 | |
Fair value of plan assets at end of year | 6,971 | 6,613 | 6,897 |
Accrued benefit cost | (2,096) | (2,199) | |
Expected return on plan assets | (480) | (508) | (585) |
Amortization of prior service cost | 16 | 19 | |
Amortization of net actuarial loss | 265 | 280 | 159 |
Curtailment | 182 | ||
Net periodic benefit cost | 399 | 236 | (1) |
Net actuarial gain (loss) | 158 | (75) | (1,699) |
Amortization of prior service cost | 16 | 16 | |
Amortization of net actuarial loss | 265 | 280 | 164 |
Curtailment | 182 | ||
Deferred tax asset | (180) | (124) | 569 |
Other comprehensive income (loss) | $ 425 | $ 97 | $ (950) |
Defined Benefit Plans - Estimat
Defined Benefit Plans - Estimated Future Benefit Payment (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Compensation And Retirement Disclosure [Abstract] | |
2,017 | $ 356 |
2,018 | 395 |
2,019 | 426 |
2,020 | 458 |
2,021 | 481 |
2022-2026 | $ 2,653 |
Defined Benefit Plans - Summa91
Defined Benefit Plans - Summary of Fair Value Measurements for Assets Held in Benefit Plans (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Defined Benefit Plan Disclosure [Line Items] | |||
Total | $ 6,971 | $ 6,613 | $ 6,897 |
Fixed Income [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 1,860 | ||
Mutual Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 5,051 | ||
Cash [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 60 | ||
Quoted Prices in Active Markets (Level 1) [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 6,971 | ||
Quoted Prices in Active Markets (Level 1) [Member] | Fixed Income [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 1,860 | ||
Quoted Prices in Active Markets (Level 1) [Member] | Mutual Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 5,051 | ||
Quoted Prices in Active Markets (Level 1) [Member] | Cash [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | $ 60 |
Other Benefit Plans - Additiona
Other Benefit Plans - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Multiemployer defined benefit pension plan withdrew, recorded liability | $ 9,283,000 | ||
Multiemployer defined benefit pension plan, annual installment expiration period | 2035-11 | ||
Defined contribution 401(k) plan, Company's contribution matching employee's contribution Percentage | 50.00% | ||
Defined contribution 401(k) plan, Contributions Per Employee Percent | 5.00% | ||
Company contributions to the Supplemental Executive Retirement Plan (SERP) | $ 1,231,000 | $ 1,191,000 | $ 1,179,000 |
Discretionary contributions accrued on Employee Stock Bonus Plan | $ 0 | $ 1,223,000 | |
Shares held in participant accounts in Employee Stock Bonus Plan | 5,947 | 6,434 | |
Supplemental Employee Retirement Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Company contributions to the Supplemental Executive Retirement Plan (SERP) | $ 0 | $ 60,000 | |
Wedron Silica Union Members [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Company contributions to the Supplemental Executive Retirement Plan (SERP) | $ 365,000 | $ 352,000 | $ 315,000 |
Self-Insured Plans - Additional
Self-Insured Plans - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Accruals For Self Insurance [Line Items] | ||
Self insured plans for employees | $ 3,000 | |
Workers Compensation [Member] | ||
Accruals For Self Insurance [Line Items] | ||
Self insured plans for employees | 1,000 | |
Accrued Liability | 180 | $ 463 |
Medical Benefits [Member] | ||
Accruals For Self Insurance [Line Items] | ||
Accrued Liability | $ 3,055 | $ 4,048 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 17, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Commitments and Contingencies [Line Items] | ||||
Total royalty expense | $ 1,429 | $ 1,899 | $ 3,786 | |
Rent expense for lease | $ 63,997 | $ 67,745 | $ 56,247 | |
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 | $ 3,794 |
Commitments and Contingencies95
Commitments and Contingencies - Schedule of Minimum Lease Payments Under Long-term Operating Lease Obligations (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Operating Leased Assets [Line Items] | |
2,017 | $ 48,961 |
2,018 | 45,162 |
2,019 | 42,924 |
2,020 | 35,101 |
2,021 | 33,059 |
Thereafter | 95,197 |
Total | 300,404 |
Equipment [Member] | |
Operating Leased Assets [Line Items] | |
2,017 | 38,943 |
2,018 | 37,113 |
2,019 | 35,674 |
2,020 | 28,395 |
2,021 | 28,249 |
Thereafter | 88,183 |
Total | 256,557 |
Real Estate [Member] | |
Operating Leased Assets [Line Items] | |
2,017 | 10,018 |
2,018 | 8,049 |
2,019 | 7,250 |
2,020 | 6,706 |
2,021 | 4,810 |
Thereafter | 7,014 |
Total | $ 43,847 |
Transactions with Related Par96
Transactions with Related Parties - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Affiliated Entity [Member] | |||
Related Party Transaction [Line Items] | |||
Purchases from an affiliated entity | $ 576 | $ 288 | $ 2,902 |
Management Services [Member] | |||
Related Party Transaction [Line Items] | |||
Management fees and expense payment | 825 | ||
American Securities [Member] | |||
Related Party Transaction [Line Items] | |||
Management fees and expense payment | 323 | 374 | 97 |
Material Purchases [Member] | |||
Related Party Transaction [Line Items] | |||
Purchases from an affiliated entity | $ 0 | $ 62 | $ 44 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)SegmentCustomer | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | Segment | 2 | ||
Total Assets | $ 1,202,910 | $ 1,354,249 | |
Number of customers | Customer | 2 | ||
Customer Concentration Risk [Member] | Revenues [Member] | Halliburton [Member] | |||
Segment Reporting Information [Line Items] | |||
Consolidated net sales | 30.00% | 25.00% | 19.00% |
Customer Concentration Risk [Member] | Revenues [Member] | FTS International Services, Inc [Member] | |||
Segment Reporting Information [Line Items] | |||
Consolidated net sales | 12.00% | 18.00% | 16.00% |
Proppant Solutions [Member] | |||
Segment Reporting Information [Line Items] | |||
Total Assets | $ 477,777 | $ 1,152,110 | $ 1,271,700 |
Industrial & Recreational Products [Member] | |||
Segment Reporting Information [Line Items] | |||
Total Assets | $ 57,029 | $ 116,825 | $ 63,270 |
Segment Reporting - Summarized
Segment Reporting - Summarized Financial Information for Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues | |||||||||||
Revenues | $ 140,531 | $ 134,775 | $ 114,249 | $ 145,458 | $ 134,946 | $ 170,950 | $ 221,323 | $ 301,490 | $ 535,013 | $ 828,709 | $ 1,356,458 |
Segment gross profit | |||||||||||
Segment gross profit | 75,299 | 219,864 | 505,004 | ||||||||
Operating expenses excluded from segment gross profit | |||||||||||
Selling, general, and administrative | 79,140 | 85,191 | 130,798 | ||||||||
Depreciation, depletion, and amortization | 72,276 | 66,754 | 59,379 | ||||||||
Goodwill and other asset impairments | 76,833 | 4,169 | 6,474 | 0 | 93,148 | 87,476 | |||||
Restructuring charges | 1,155 | 263 | 284 | 8,350 | 324 | 1,155 | 9,221 | ||||
Other operating expense | 8,899 | 1,357 | 3,163 | ||||||||
Interest expense, net | 15,324 | $ 16,175 | $ 16,606 | 17,262 | $ 16,077 | 15,963 | $ 14,894 | 15,308 | 65,367 | 62,242 | 60,842 |
Gain on repurchase of debt, net | (5,110) | (5,110) | |||||||||
Other non-operating expense (income) | $ (5) | $ (5) | $ 1,492 | $ 324 | (10) | 1,492 | 2,786 | ||||
Income (loss) before provision for income taxes | (239,566) | (93,869) | 248,036 | ||||||||
Proppant Solutions [Member] | |||||||||||
Revenues | |||||||||||
Revenues | 416,144 | 710,083 | 1,232,232 | ||||||||
Segment gross profit | |||||||||||
Segment gross profit | 26,501 | 175,226 | 463,426 | ||||||||
Industrial & Recreational Products [Member] | |||||||||||
Revenues | |||||||||||
Revenues | 118,869 | 118,626 | 124,226 | ||||||||
Segment gross profit | |||||||||||
Segment gross profit | $ 48,798 | $ 44,638 | $ 41,578 |
Restructuring and Other Charg99
Restructuring and Other Charges - Summary of Restructuring and Other Costs Recognized (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Jun. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring charges | |||||||
Workforce reduction costs, including one-time severance payments | $ 1,155 | $ 1,682 | |||||
Other exit costs, including multiemployer pension plan withdrawal liability and additional cash costs to exit facilities | 7,539 | ||||||
Total restructuring charges | $ 1,155 | $ 263 | $ 284 | $ 8,350 | $ 324 | $ 1,155 | $ 9,221 |
Restructuring and Other Char100
Restructuring and Other Charges - Summary of Restructuring and Other Costs by Operating Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Jun. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Cost And Reserve [Line Items] | |||||||
Total restructuring charges | $ 1,155 | $ 263 | $ 284 | $ 8,350 | $ 324 | $ 1,155 | $ 9,221 |
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 | 6,377 | ||||||
Corporate, Non-Segment [Member] | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Total restructuring charges | $ 1,155 | $ 1,682 |
Geographic Information - Summar
Geographic Information - Summary of Revenue and Long-lived Assets (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Geographic Information [Line Items] | |||||||||||
Revenues | $ 140,531 | $ 134,775 | $ 114,249 | $ 145,458 | $ 134,946 | $ 170,950 | $ 221,323 | $ 301,490 | $ 535,013 | $ 828,709 | $ 1,356,458 |
Long-lived assets | 727,735 | 870,997 | 727,735 | 870,997 | 841,274 | ||||||
Domestic [Member] | |||||||||||
Geographic Information [Line Items] | |||||||||||
Revenues | 522,870 | 798,750 | 1,254,071 | ||||||||
Long-lived assets | 725,280 | 867,352 | 725,280 | 867,352 | 832,280 | ||||||
International [Member] | |||||||||||
Geographic Information [Line Items] | |||||||||||
Revenues | 12,143 | 29,959 | 102,387 | ||||||||
Long-lived assets | $ 2,455 | $ 3,645 | $ 2,455 | $ 3,645 | $ 8,994 |
Quarterly Financial Data (Un102
Quarterly Financial Data (Unaudited) - Schedule of Quarterly Financial Data (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share [Abstract] | |||||||||||
Revenues | $ 140,531 | $ 134,775 | $ 114,249 | $ 145,458 | $ 134,946 | $ 170,950 | $ 221,323 | $ 301,490 | $ 535,013 | $ 828,709 | $ 1,356,458 |
Cost of goods sold | 112,248 | 114,873 | 114,129 | 118,464 | 109,488 | 131,679 | 165,130 | 202,548 | 459,714 | 608,845 | 851,454 |
Operating expenses | 38,582 | 44,363 | 134,403 | 37,270 | 114,199 | 39,828 | 53,835 | 41,813 | |||
Interest expense, net | 15,324 | 16,175 | 16,606 | 17,262 | 16,077 | 15,963 | 14,894 | 15,308 | 65,367 | 62,242 | 60,842 |
Gain on repurchase of debt, net | (5,110) | (5,110) | |||||||||
Other non-operating expense (income) | (5) | (5) | 1,492 | 324 | (10) | 1,492 | 2,786 | ||||
Provision (benefit) for income taxes | (655) | (20,013) | (63,019) | (15,754) | (13,996) | 28,117 | (26,677) | 10,617 | (99,441) | (1,939) | 77,413 |
Net income (loss) | (19,853) | (20,623) | (87,870) | (11,779) | (90,822) | (46,129) | 14,141 | 30,880 | (140,125) | (91,930) | 170,623 |
Less: Net income (loss) attributable to the non-controlling interest | 52 | 2 | 16 | (3) | 9 | 71 | 4 | 121 | 67 | 205 | 173 |
Net income (loss) attributable to Fairmount Santrol Holdings Inc. | $ (19,905) | $ (20,625) | $ (87,886) | $ (11,776) | $ (90,831) | $ (46,200) | $ 14,137 | $ 30,759 | $ (140,192) | $ (92,135) | $ 170,450 |
Earnings (loss) per share, basic | $ (0.09) | $ (0.11) | $ (0.54) | $ (0.07) | $ (0.56) | $ (0.29) | $ 0.09 | $ 0.19 | $ (0.78) | $ (0.57) | $ 1.08 |
Earnings (loss) per share, diluted | $ (0.09) | $ (0.11) | $ (0.54) | $ (0.07) | $ (0.56) | $ (0.29) | $ 0.08 | $ 0.18 | $ (0.78) | $ (0.57) | $ 1.03 |
Weighted average number of shares outstanding, basic | 212,609 | 183,620 | 161,647 | 161,446 | 161,433 | 161,413 | 161,368 | 160,949 | 179,429 | 161,297 | 157,950 |
Weighted average number of shares outstanding, diluted | 212,609 | 183,620 | 161,647 | 161,446 | 161,433 | 161,413 | 166,867 | 166,331 | 179,429 | 161,297 | 166,277 |
Quarterly Financial Data (Un103
Quarterly Financial Data (Unaudited) - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||
Restructuring charges | $ 1,155 | $ 263 | $ 284 | $ 8,350 | $ 324 | $ 1,155 | $ 9,221 | |||
Other asset impairments | $ 2,494 | $ 0 | $ 90,579 | $ 76 | ||||||
Goodwill and other asset impairments | $ 76,833 | $ 4,169 | $ 6,474 | $ 0 | $ 93,148 | $ 87,476 |
Schedule II - Valuation and 104
Schedule II - Valuation and Qualifying Accounts and Reserves (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Allowance for Doubtful Accounts [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Beginning Balance | $ 2,470 | $ 4,255 | $ 796 |
Charged to Cost and Expenses | 1,851 | 1,968 | 3,605 |
Charged to Other Accounts | 0 | 0 | 0 |
Deductions | (1,266) | (3,753) | (146) |
Ending Balance | 3,055 | 2,470 | 4,255 |
Valuation Allowance for Net Deferred Tax Assets [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Beginning Balance | 27,230 | 1,309 | |
Charged to Cost and Expenses | 25,921 | 1,309 | |
Charged to Other Accounts | 0 | 0 | 0 |
Deductions | (5,271) | ||
Ending Balance | $ 21,959 | $ 27,230 | $ 1,309 |