Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 29, 2016 | Jun. 30, 2015 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | NES | ||
Entity Registrant Name | Nuverra Environmental Solutions, Inc. | ||
Entity Central Index Key | 1,403,853 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 28,181,083 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 111.9 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | |
Assets | |||
Cash and cash equivalents | $ 39,309 | $ 13,367 | |
Restricted cash | 4,250 | 114 | |
Accounts receivable, net | 42,188 | 108,813 | |
Inventories | 2,985 | 4,413 | |
Prepaid expenses and other receivables | 3,377 | 4,147 | |
Deferred income taxes | 0 | 3,179 | |
Other current assets | 208 | 173 | |
Current assets held for sale | 0 | 20,466 | |
Total current assets | 92,317 | 154,672 | |
Property, plant and equipment, net | 406,188 | 475,982 | |
Equity investments | 3,750 | 3,814 | |
Intangibles, net | 16,867 | 19,757 | |
Goodwill | 0 | 104,721 | |
Other assets | 12,205 | 17,688 | |
Long-term assets held for sale | 0 | 94,938 | |
Total assets | 531,327 | 871,572 | |
Liabilities and Equity | |||
Accounts payable | 6,907 | 18,859 | |
Accrued liabilities | 29,843 | 43,395 | |
Current portion of contingent consideration | 8,628 | 9,274 | |
Current portion of long-term debt | [1] | 508,417 | 4,863 |
Financing obligation to acquire non-controlling interest | 0 | 11,000 | |
Current liabilities of discontinued operations | 0 | 8,802 | |
Total current liabilities | 553,795 | 96,193 | |
Deferred income taxes | 270 | 3,448 | |
Long-term portion of debt | 11,758 | 592,455 | |
Long-term portion of contingent consideration | 0 | 550 | |
Other long-term liabilities | 3,775 | 3,874 | |
Long-term liabilities of discontinued operations | 0 | 22,105 | |
Total liabilities | $ 569,598 | $ 718,625 | |
Commitments and contingencies | |||
Preferred stock $0.001 par value, (1,000 shares authorized, no shares issued and outstanding at December 31, 2015 and December 31, 2014) | $ 0 | $ 0 | |
Common stock, $0.001 par value (50,000 shares authorized, 29,624 shares issued and 28,135 outstanding at December 31, 2015, and 28,937 shares issued and 27,488 outstanding at December 31, 2014) | 30 | 29 | |
Additional paid-in capital | 1,369,921 | 1,365,537 | |
Treasury stock, at cost (1,489 shares at December 31, 2015, and 1,449 shares at December 31, 2014) | (19,800) | (19,651) | |
Accumulated deficit | (1,388,422) | (1,192,968) | |
Total equity of Nuverra Environmental Solutions, Inc. | (38,271) | 152,947 | |
Total liabilities and equity | $ 531,327 | $ 871,572 | |
[1] | As a result of the probability of breaching one of the financial covenants if we are not successful at restructuring our debt (see "Subsequent Events Related to Restructuring" later in this section), the carrying value of the ABL Facility and the 2018 Notes was reclassified to current liabilities in the consolidated balance sheet as of December 31, 2015. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, shares issued (in shares) | 29,624,000 | 28,937,000 |
Common stock, shares outstanding (in shares) | 28,135,000 | 27,488,000 |
Treasury stock, shares repurchased (in shares) | 1,489,000 | 1,449,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Revenue: | ||||
Non-rental revenue | $ 327,655 | $ 463,418 | $ 441,421 | |
Rental revenue | 29,044 | 72,864 | 84,395 | |
Total revenue | 356,699 | 536,282 | 525,816 | |
Costs and expenses: | ||||
Direct operating expenses | 279,881 | 392,458 | 388,353 | |
General and administrative expenses | 39,327 | 59,187 | 75,087 | |
Depreciation and amortization | 70,511 | 85,880 | 99,236 | |
Impairment of long-lived assets | 0 | 112,436 | 111,900 | |
Impairment of goodwill | 104,721 | 303,975 | 0 | |
Other, net | 7,098 | 0 | 899 | |
Total costs and expenses | 501,538 | 953,936 | 675,475 | |
Loss from operations | (144,839) | (417,654) | (149,659) | |
Interest expense, net | (49,194) | (50,917) | (53,703) | |
Other income (expense), net | 894 | 2,107 | (3,773) | |
Loss on extinguishment of debt | (2,145) | (3,177) | 0 | |
Loss from continuing operations before income taxes | (195,284) | (469,641) | (207,135) | |
Income tax benefit | 117 | [1] | 12,463 | 73,095 |
Loss from continuing operations | (195,167) | (457,178) | (134,040) | |
Loss from discontinued operations, net of income taxes | (287) | (58,426) | (98,251) | |
Net loss attributable to common stockholders | $ (195,454) | $ (515,604) | $ (232,291) | |
Net loss per common share attributable to common stockholders: | ||||
Basic and diluted loss from continuing operations (in dollars per share) | $ (7.05) | $ (17.52) | $ (5.47) | |
Basic and diluted (loss) income from discontinued operations (in dollars per share) | (0.01) | (2.24) | (4.01) | |
Net (loss) income per basic and diluted common share (in dollars per share) | $ (7.06) | $ (19.76) | $ (9.48) | |
Weighted average shares outstanding used in computing net loss per basic and diluted common share | 27,681 | 26,090 | 24,492 | |
[1] | The Parent's tax benefit offsets the tax expense reflected in the Guarantor Subsidiaries. |
Consolidated Statement of Chang
Consolidated Statement of Changes in Equity - USD ($) shares in Thousands, $ in Thousands | Total | Contingent Consideration Classified as Equity | Common Stock | Common StockContingent Consideration Classified as Equity | Additional Paid-In Capital | Additional Paid-In CapitalContingent Consideration Classified as Equity | Treasury Stock | Purchased Warrants | Accumulated Deficit |
Beginning Balance at Dec. 31, 2012 | $ 847,761 | $ 27 | $ 1,318,419 | $ (19,503) | $ (6,844) | $ (444,338) | |||
Beginning Balance (in shares) at Dec. 31, 2012 | 26,612 | 1,431 | 1,133 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Stock-based compensation | 3,708 | 3,708 | |||||||
Issuance of common stock to employees (in shares) | 15 | ||||||||
Issuance of common stock for acquisitions | 24,286 | $ 0 | 24,286 | ||||||
Issuance of common stock for acquisitions (in shares) | 741 | ||||||||
Issuance of common stock for contingent consideration | $ 47 | $ 1 | $ 47 | ||||||
Issuance of common stock for contingent consideration (in shares) | 1 | ||||||||
Issuance of common stock for legal settlement | 1,621 | $ 0 | 1,621 | ||||||
Issuance of common stock for legal settlement (in shares) | 56 | ||||||||
Shares returned from escrow | (28) | (28) | |||||||
Retirement of purchased warrants | 0 | (6,844) | $ 6,844 | ||||||
Retirement of purchased warrants (in shares) | (1,133) | ||||||||
Distribution to noncontrolling shareholder | (735) | (735) | |||||||
Net loss | (232,291) | (232,291) | |||||||
Ending Balance at Dec. 31, 2013 | 644,369 | $ 27 | 1,341,209 | $ (19,503) | $ 0 | (677,364) | |||
Ending Balance (in shares) at Dec. 31, 2013 | 27,425 | 1,431 | 0 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Stock-based compensation | 2,971 | 2,971 | |||||||
Issuance of common stock to employees (in shares) | 125 | ||||||||
Issuance of common stock for contingent consideration | $ 3,790 | $ 3,789 | |||||||
Issuance of common stock for contingent consideration (in shares) | 243 | ||||||||
Issuance of common stock for legal settlement | 13,401 | $ 1 | 13,400 | ||||||
Issuance of common stock for legal settlement (in shares) | 848 | ||||||||
Net loss | (515,604) | (515,604) | |||||||
Treasury stock acquired through surrender of shares for tax withholding | (148) | $ (148) | |||||||
Treasury stock acquired through surrender of shares for tax withholding (in shares) | (18) | ||||||||
401(k) match issued | 4,079 | 4,079 | |||||||
401(k) match issued (in shares) | 292 | ||||||||
ESPP distribution | 89 | 89 | $ 0 | ||||||
ESPP distribution (in shares) | 4 | ||||||||
Ending Balance at Dec. 31, 2014 | 152,947 | $ 29 | 1,365,537 | $ (19,651) | $ 0 | (1,192,968) | |||
Ending Balance (in shares) at Dec. 31, 2014 | 28,937 | 1,449 | 0 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Stock-based compensation | 2,321 | 2,321 | |||||||
Issuance of common stock to employees (in shares) | 157 | ||||||||
Net loss | (195,454) | (195,454) | |||||||
Treasury stock acquired through surrender of shares for tax withholding | (149) | $ (149) | |||||||
Treasury stock acquired through surrender of shares for tax withholding (in shares) | (40) | ||||||||
401(k) match issued | 2,002 | $ 1 | 2,001 | ||||||
401(k) match issued (in shares) | 508 | ||||||||
Stock Issued During Period, Value, Employee Benefit Plan, Settled in Cash | (13) | (13) | |||||||
ESPP distribution | 75 | 75 | |||||||
ESPP distribution (in shares) | 22 | ||||||||
Ending Balance at Dec. 31, 2015 | $ (38,271) | $ 30 | $ 1,369,921 | $ (19,800) | $ 0 | $ (1,388,422) | |||
Ending Balance (in shares) at Dec. 31, 2015 | 29,624 | 1,489 | 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Cash flows from operating activities: | |||
Net loss | $ (195,454) | $ (515,604) | $ (232,291) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
(Income) loss from discontinued operations, net of income taxes | (906) | 58,426 | 98,251 |
Loss on the sale of TFI | 1,534 | 0 | 0 |
Depreciation and amortization of intangible assets | 70,511 | 85,880 | 99,236 |
Amortization of deferred financing costs and debt discounts, net | 4,800 | 4,188 | 4,634 |
Stock-based compensation | 2,321 | 2,971 | 3,708 |
Impairment of long-lived assets | 5,921 | 112,436 | 111,900 |
Impairment of goodwill | 104,721 | 303,975 | 0 |
(Gain) loss on disposal of property, plant and equipment | (321) | (4,773) | 708 |
Bad debt expense | (1,110) | 3,833 | 3,275 |
Loss on extinguishment of debt | 2,145 | 3,177 | 0 |
Deferred income taxes | (1) | (12,641) | (68,599) |
Write-down of cost method investments | 0 | 0 | 4,300 |
Other, net | (456) | 176 | 894 |
Changes in operating assets and liabilities, net of acquisitions and purchase adjustments: | |||
Accounts receivable | 67,735 | (25,560) | 15,492 |
Prepaid expenses and other receivables | 543 | 6,310 | (2,864) |
Accounts payable and accrued liabilities | (17,059) | (4,213) | 27,331 |
Other assets and liabilities, net | 4,903 | (1,205) | 693 |
Net cash provided by operating activities from continuing operations | 49,827 | 17,376 | 66,668 |
Net cash (used in) provided by operating activities from discontinued operations | (708) | 3,966 | 3,589 |
Net cash provided by operating activities | 49,119 | 21,342 | 70,257 |
Cash flows from investing activities: | |||
Proceeds from the sale of TFI | 78,897 | 0 | 0 |
Proceeds from the sale of property, plant and equipment | 12,732 | 10,192 | 2,308 |
Purchases of property, plant and equipment | (19,201) | (55,731) | (46,593) |
Increase in restricted cash | (4,250) | 0 | 0 |
Cash paid for acquisitions, net of cash acquired | 0 | 0 | (10,570) |
Proceeds from acquisition-related working capital adjustments | 0 | 0 | 2,067 |
Net cash provided by (used in) investing activities from continuing operations | 68,178 | (45,539) | (52,788) |
Net cash used in investing activities from discontinued operations | (181) | (2,451) | (4,195) |
Net cash provided by (used in) investing activities | 67,997 | (47,990) | (56,983) |
Cash flows from financing activities: | |||
Proceeds from revolving credit facility | 0 | 107,725 | 98,501 |
Payments on revolving credit facility | (81,647) | (67,500) | (109,501) |
Payments for deferred financing costs | (225) | (1,030) | (855) |
Payments on vehicle financing and other financing activities | (11,246) | (6,448) | (8,018) |
Net cash (used in) provided by financing activities from continuing operations | (93,118) | 32,747 | (19,873) |
Net cash (used in) provided by financing activities from discontinued operations | (105) | 105 | (400) |
Net cash (used in) provided by financing activities | (93,223) | 32,852 | (20,273) |
Net increase (decrease) in cash and cash equivalents | 23,893 | 6,204 | (6,999) |
Cash and cash equivalents - beginning of year | 15,416 | 9,212 | 16,211 |
Cash and cash equivalents - end of year | 39,309 | 15,416 | 9,212 |
Less: cash and cash equivalents of discontinued operations - end of year | 0 | 2,049 | 429 |
Cash and cash equivalents of continuing operations - end of year | 39,309 | 13,367 | 8,783 |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | 43,382 | 40,471 | 48,175 |
Cash paid for taxes, net | 323 | (189) | 554 |
Supplemental schedule of non-cash investing and financing activities: | |||
Purchases of property, plant and equipment under capital leases | 2,890 | 340 | 5,774 |
Property, plant and equipment purchases in accounts payable | 1,203 | 2,921 | 7,863 |
Restricted cash payable to former sole owner of Power Fuels | 0 | 114 | 110 |
Conversion of accrued interest on principal debt balance | 416 | 4,308 | 0 |
Deferred financing costs financed through principal debt balance | 0 | 2,541 | 0 |
Deferred financing costs in accounts payable and accrued liabilities | 86 | 180 | 0 |
Business Acquisitions | |||
Supplemental schedule of non-cash investing and financing activities: | |||
Common stock issued | 0 | 0 | 24,286 |
Contingent consideration | |||
Supplemental schedule of non-cash investing and financing activities: | |||
Common stock issued | 0 | 3,790 | 47 |
Legal Settlement | |||
Supplemental schedule of non-cash investing and financing activities: | |||
Common stock issued | 0 | 13,401 | 1,621 |
401(k) match | |||
Supplemental schedule of non-cash investing and financing activities: | |||
Common stock issued | 2,001 | 4,079 | 0 |
TFI | |||
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
(Income) loss from discontinued operations, net of income taxes | $ (906) | 58,426 | $ 98,251 |
Impairment of goodwill | 48,000 | ||
Cash flows from financing activities: | |||
Less: cash and cash equivalents of discontinued operations - end of year | $ 2,049 |
Organization and Nature of Busi
Organization and Nature of Business Operations | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Organization and Nature of Business Operations Description of Business Nuverra Environmental Solutions, Inc., a Delaware Corporation, together with its subsidiaries (collectively, "Nuverra", the “Company”, “we”, “us” or “our”) is an environmental solutions company providing full-cycle environmental solutions to our customers in energy and industrial end-markets. Our focus is on the delivery, collection, treatment, recycling, and disposal of water, wastewater, waste fluids, hydrocarbons, and restricted solids that are part of the drilling, completion, and ongoing production of shale oil and natural gas. We provide comprehensive environmental solutions for “unconventional” oil and natural gas exploration and production including the delivery, collection, treatment, recycling, and disposal of restricted environmental products used in the development of unconventional oil and natural gas fields. We currently operate in select shale areas in the United States, including the predominantly oil-rich shale areas consisting of the Bakken, Eagle Ford, and Permian Shale areas and the predominantly natural gas-rich Haynesville, Marcellus and Utica areas. Our business serves customers seeking fresh water acquisition, temporary water transmission and storage, transportation, treatment, recycling or disposal of complex water flows, such as flowback and produced brine water, and solids such as drill cuttings, and management of other environmental products in connection with shale oil and natural gas hydraulic fracturing operations. Additionally, we rent equipment to customers, including providing for delivery and pickup. Our business is divided into three operating divisions, which we consider to be operating and reportable segments of our continuing operations: (1) the Northeast division comprising the Marcellus and Utica Shale areas, (2) the Southern division comprising the Haynesville, Eagle Ford, Mississippian and Permian Basin Shale areas and (3) the Rocky Mountain division comprising the Bakken Shale area. In March 2015, we initiated a plan to restructure our business in certain shale basins and reduce costs, including an exit from the Mississippian (or "MidCon") shale area and the Tuscaloosa Marine Shale logistics business. See Note 9 for further discussion on this restructuring. |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying audited consolidated financial statements have been prepared in accordance with the rules and regulations of the SEC. In our opinion, the consolidated financial statements include the normal, recurring adjustments necessary for a fair statement of the information required to be set forth herein. All dollar and share amounts in the footnote tabular presentations are in thousands, except per share amounts and unless otherwise noted. Unless stated otherwise, any reference to balance sheet, income statement, statement of operations and cash flow items in these accompanying audited consolidated financial statements refers to results from continuing operations. We have not included a statement of comprehensive income as there were no transactions to report in the 2015, 2014 and 2013 periods presented. The business comprising what was previously called the industrial solutions division is presented as discontinued operations in our consolidated financial statements for the years ended December 31, 2015 , 2014 , and 2013 . See Note 21 for additional information. Principles of Consolidation Our consolidated financial statements include the accounts of Nuverra and our subsidiaries. All intercompany accounts, transactions and profits are eliminated in consolidation. Liquidity Our primary source of capital is from cash generated by our operations, as well as borrowings available under our asset-based revolving credit facility (the “ABL Facility”) with additional sources of capital in prior years from debt and equity accessed through the capital markets. Our historical acquisition activity was highly capital intensive and required significant investments in order to expand our presence in existing shale basins, access new markets and to expand the breadth and scope of services we provide. Additionally, we have historically issued equity as consideration in acquisition transactions. Our sources of capital in 2016 are expected to be from cash generated by our operations and borrowings under our ABL Facility to the extent our borrowing base and financial covenants permit such borrowings. Other sources of cash may include potential asset sales, sale/leaseback transactions, additional debt or equity financing and reductions in our operating costs. At December 31, 2015 , our total indebtedness was $520.6 million . We have incurred operating losses from continuing operations of $195.2 million , $457.2 million , and $134.0 million for the years ended December 31, 2015 , 2014 and 2013 , respectively, which have included impairments of goodwill and long-lived assets. At December 31, 2015 , we had cash and cash equivalents of $39.3 million and $0.9 million of net availability under the ABL Facility. Given the current macro environment and oil and natural gas prices, we anticipate revenues will continue to decline into 2016, with reductions in costs from operations. During 2016, we expect to use cash on hand and repay a portion of our ABL Facility in order to maintain compliance with our ABL financial covenants and to cover any deterioration to our ABL borrowing base due to declining accounts receivable and downward pressure on the orderly liquidation values of our machinery and equipment. In the event our cash on hand is not adequate to cover any shortfall, we would be required to seek alternate sources of debt at higher rates of interest, and such debt may not be available to us. Our operational and financial strategies include closely monitoring and lowering our operating costs and capital spending to match revenue trends, managing our working capital and restructuring our debt to enhance liquidity. Based on our current expectations and projections, and assuming we are successful in restructuring our debt as contemplated by the Restructuring Support Agreement (discussed in Note 11 under "Subsequent Events Related to Restructuring"), we believe that our available cash and net cash generated from operations, together with availability under the ABL Facility and other debt arrangements currently being negotiated in connection with the Restructuring Support Agreement, will be sufficient to fund our operations, capital expenditures and interest payments under our proposed new debt obligations through at least the first quarter of 2017, which is our current, one-year forecast period. We provide no assurances that we will be able to continue to service our debt obligations or refinance our debt when it comes due, or that the Restructuring Support Agreement will be successful in providing sufficient liquidity for us to meet our debt payments and other financial obligations over our one-year forecast period or beyond. See Note 11 for additional information on our debt, financial covenants and borrowing limitations, and the Restructuring Support Agreement. Going concern Our consolidated financial statements have been prepared assuming that we will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. As reflected in the consolidated financial statements, we had an accumulated deficit at December 31, 2015, and a net loss for the fiscal years ended December 31, 2015, 2014 and 2013. These factors, coupled with our large outstanding debt balance, raise substantial doubt about our ability to continue as a going concern. We are attempting to restructure our debt, generate sufficient revenues and reduce costs; however, our cash position may not be sufficient to support our daily operations if we are not successful. While we are executing a strategy to generate sufficient revenue and reduce costs to sustain operations through the downturn, there can be no assurances to that effect. Our ability to continue as a going concern is also dependent upon our ability to restructure our debt and to generate sufficient liquidity to meet our obligations and operating needs. We currently do not have enough liquidity, including cash on hand, to service the debt, operations, and pay-down debt to avoid covenant violations. See the "Subsequent Events Related to Restructuring" discussion in Note 11 for details on management's financing strategy to restructure the debt in 2016. Our ABL facility also contains a non-financial covenant in connection with an auditor's opinion on the consolidated financial statements. The covenant is considered breached in the event we receive a qualified opinion and/or explanatory paragraph related to going concern. As of March 11, 2016 , the Report of Independent Registered Public Accounting Firm in the accompanying consolidated financial statements includes an explanatory paragraph regarding our ability to continue as a going concern. Consequently, we are in violation of the ABL Facility non-financial covenant, however our lenders have consented to a waiver for this breach. Despite this, without the successful completion of the debt restructuring transaction described above, we expect to breach additional covenants within the next 12 months that would cause a default of our ABL Facility and Indenture debt, resulting in an acceleration of the related maturity dates. Although we expect to complete the restructuring transaction and avoid any further defaults, the transaction is not solely within our control and therefore prevailing accounting guidance requires us to report the affected debt balances as current liabilities in our consolidated balance sheet at December 31, 2015. As a result, the carrying value of the ABL Facility and the 2018 Notes was reclassified as current in the consolidated balance sheet as of December 31, 2015. The consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should we be unable to continue as a going concern. Reclassifications Certain reclassifications and adjustments have been made to prior period amounts in the accompanying consolidated balance sheets, statements of operations and cash flows in order to conform to the current year’s presentation including: • Certain similar line items in the consolidated statements of cash flows have been combined to present a more concise and easier to follow presentation. • As described in Note 20 , we redefined our operating and reportable segments during the three months ended September 30, 2014. The prior year periods have been recast to conform to the current year segment presentation as we further refined our allocation methodology for the reportable segments since the initial change last year. • A portion of certain non-medical insurance costs previously presented as a component of "General and administrative expenses" in the condensed consolidated statement of operations have been re-allocated and are now included in the line item "Direct operating expenses" as we believe these costs are directly related to our operations. Such costs were $7.6 million and $9.2 million for the years ended December 31, 2014 and 2013. • In June 2015, we purchased the remaining interest in AWS, previously a 51% owned non-guarantor subsidiary, and have recast the tables in Note 23 to reflect AWS as part of the Guarantor Subsidiaries as of December 31, 2014 and 2013. During the three months ended December 31, 2015 Nuverra Rocky Mountain Pipeline, LLC (or "RMP") was released from all obligations including as guarantor. However, as RMP's individual results are not material and there are no active contracts for new pipelines, we have not separately presented RMP as a Non-Guarantor, but rather continued to include RMP in the Guarantor Subsidiaries column. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Use of Estimates Our consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States (“GAAP”). The preparation of the financial statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Estimates have been prepared on the basis of the most current and best available information, however actual results could differ from those estimates. Cash Equivalents We consider all highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. We maintain bank accounts in the United States, with a majority of funds considered cash equivalents invested in institutional money market funds. We have not experienced any historical losses in such accounts and believe that the risk of any loss is minimal. Restricted Cash On April 11, 2015, we completed the Thermo Fluids Inc. disposition with Safety-Kleen, Inc. Pursuant to the purchase agreement, $4.3 million of the purchase price was deposited into an escrow account to satisfy our indemnification obligations under the purchase agreement and is captured as "Restricted cash" in our consolidated balance sheet. Any remaining balance in the escrow account will be released to us 18 months following the closing date, unless both parties mutually agree to release the remaining balance prior to such date ( Note 21 ). In connection with the 2012 Power Fuels merger, assets received in exchange for the merger consideration excluded accounts receivable greater than ninety days as of November 30, 2012. Subsequent collections on these accounts receivable by us are required to be remitted to the former owner of Power Fuels ( Note 19 ). As of December 31, 2015 , there were no remaining unremitted collections. At December 31, 2014 , the unremitted collections totaled $0.1 million and were classified as "Restricted cash" with the corresponding liability due to the former owner classified as a component of "Accrued liabilities" in the consolidated balance sheet. Accounts Receivable Accounts receivable are recognized and carried at original billed and unbilled amounts less allowances for estimated uncollectible amounts and estimates for potential credits. Inherent in the assessment of these allowances are certain judgments and estimates including, among others, the customer’s willingness or ability to pay, our compliance with customer invoicing requirements, the effect of general economic conditions and the ongoing relationship with the customer. Accounts with outstanding balances longer than the payment terms are considered past due. We write off trade receivables when we determine that they have become uncollectible. Bad debt expense is reflected as a component of "General and administrative expenses" in the consolidated statements of operations. Unbilled accounts receivable result from revenue earned for services rendered where customer billing is still in progress at the balance sheet date. Such amounts totaled approximately $7.2 million at December 31, 2015 . The following table summarizes activity in the allowance for doubtful accounts: December 31, 2015 2014 2013 Balance at beginning of period $ 7,557 $ 5,528 $ 6,128 Bad debt expense (1,110 ) 3,833 3,275 Write-offs, net (2,923 ) (1,804 ) (3,875 ) Balance at end of period $ 3,524 $ 7,557 $ 5,528 Fair Value of Financial Instruments Fair value is 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. The carrying amounts of our cash equivalents, accounts receivable and accounts payable approximate fair value due to the short-term nature of these instruments. The carrying value of our contingent consideration is adjusted to fair value at the end of each reporting period using a probability-weighted discounted cash flow model. See Note 12 for disclosures on the fair value of our contingent consideration at December 31, 2015 and 2014 . Our outstanding $400.0 million aggregate principal amounts of 9.875% Senior Notes due 2018 (the “2018 Notes”) are carried at cost. Their estimated fair values are based on quoted market prices. The fair value of our Asset-Based Revolving Credit Facility and other debt obligations including capital leases, secured by various properties and equipment, bears interest at rates commensurate with market rates and therefore their respective carrying values approximate fair value. See Note 11 for disclosures on the fair value of our debt instruments at December 31, 2015 . Property and Equipment Property and equipment is recorded at cost. Depreciation is recorded using the straight-line method over the estimated useful lives of the related assets ranging from three to thirty-nine years . Our landfill is depreciated using the units-of-consumption method based on estimated remaining airspace. Leasehold improvements are depreciated over the life of the lease or the life of the asset, whichever is shorter. The range of useful lives for the components of property, plant and equipment are as follows: Buildings 15-39 years Building and land improvements 5-20 years Pipelines 10-30 years Disposal wells 3-10 years Machinery and equipment 3-15 years Equipment under capital leases 4-6 years Motor vehicles and trailers 3-11 years Rental equipment 5-15 years Office equipment 3-7 years Expenditures for betterments that increase productivity and/or extend the useful life of an asset are capitalized. Maintenance and repair costs are charged to expense as incurred. Upon disposal, the related cost and accumulated depreciation of the assets are removed from their respective accounts, and any gains or losses are included in "Direct operating expenses" in the consolidated statements of operations. Depreciation expense was $67.6 million , $68.7 million , and $78.8 million for the years ended December 31, 2015 , 2014 and 2013 , respectively, and is characterized as a component of "Depreciation and amortization" in the consolidated statements of operations. Goodwill Goodwill represents the excess of the purchase price over the fair value of the net assets of businesses acquired. The carrying values of goodwill at December 31, 2015 and 2014 were $ 0.0 million and $ 104.7 million , respectively ( Note 7 ). Goodwill is tested for impairment annually at September 30 th and more frequently if events or circumstances lead to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The goodwill impairment test involves a two-step process; however, if, after assessing the totality of events or circumstances, an entity determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test is unnecessary. In the event a determination is made that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the first step of the two-step process must be performed. The first step of the test, used to identify potential impairment, compares the estimated fair value of a reporting unit with its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered to be impaired and the second step of the impairment test is unnecessary. If the carrying amount of a reporting unit exceeds its fair value, the second step of the impairment test must be performed to measure the amount of the impairment loss, if any. The second step of the goodwill impairment test compares the implied fair value of reporting unit goodwill with the carrying amount of that goodwill. The implied fair value of goodwill is determined in the same manner as goodwill recognized in a business combination. If the carrying amount of the reporting unit goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. During the years ended December 31, 2015 and 2014 , we recorded goodwill impairment charges totaling $ 104.7 million and $304.0 million , respectively, related to our shale solutions business ( Note 8 ). Such amounts are included in "Impairment of goodwill" in the consolidated statement of operations. Additionally, we recorded goodwill impairment charges of $48.0 million and $98.5 million for our discontinued industrial solutions reporting unit for the years ended December 31, 2014 and 2013, respectively. Such amounts are included in "Loss from discontinued operations, net of income taxes" in the consolidated statements of operations for the years ended December 31, 2014 and 2013 ( Note 21 ). Debt Issuance Costs We capitalize costs associated with the issuance of debt and amortize them as additional interest expense over the lives of the respective debt instrument on a straight-line basis, which approximates the effective interest method. The unamortized balance of deferred financing costs was $ 10.9 million and $17.3 million at December 31, 2015 and 2014 , respectively, and is included in "Other long-term assets" in the consolidated balance sheets. Upon the prepayment of related debt, we accelerate the recognition of the unamortized cost, which is included in "Loss on extinguishment of debt" in the consolidated statements of operations. Additionally, when executing amendments to our debt agreements, if the borrowing capacity of the new arrangement is less than the borrowing capacity of the old arrangement, then: (1) any fees paid to the creditor and any third-party costs incurred are associated with the new arrangement (that is deferred and amortized over the term of the new arrangement); and (2) any unamortized deferred financing costs relating to the old arrangement at the time of the change are written off in proportion to the decrease in borrowing capacity of the old arrangement. The portion of the unamortized deferred financing costs written off in such circumstances are included in "Loss on extinguishment of debt" in the consolidated statements of operations. During the years ended December 31, 2015 and 2014 , we wrote off debt issuance costs of $2.1 million and $3.2 million , respectively ( Note 11 ). We did no t write-off any debt issuance costs during the year ended December 31, 2013 . Impairment of Long-Lived Assets and Intangible Assets with Finite Useful Lives Long-lived assets, such as property, plant and equipment and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is assessed by a comparison of the carrying amount of such assets to the sum of the estimated undiscounted future cash flows expected to be generated by the assets. Cash flow estimates are based upon, among other things, historical results adjusted to reflect the best estimate of future market rates, utilization levels, and operating performance. Estimates of cash flows may differ from actual cash flows due to various factors, including changes in economic conditions or changes in an asset’s operating performance. Long-lived assets are grouped at the basin level for purposes of assessing their recoverability as we concluded that the basin level is the lowest level for which identifiable cash flows are largely independent of the cash flows of the other assets and liabilities. For assets that do not pass the recoverability test, the asset group's fair value is compared to the carrying amount. If the asset group's fair value is less than the carrying amount, impairment losses are recorded for the amount by which the carrying amount of such assets exceeds the fair value. We recorded a long-lived asset impairment charge associated with our restructuring of $5.9 million during the year ended December 31, 2015 which was included in "Other, net" in the consolidated statement of operations (See Note 8 and Note 9 ). We recorded long-lived asset impairment charges of $112.4 million and $111.9 million for the years ended December 31, 2014 and 2013, respectively. Such amounts were included in "Impairment of long-lived assets" in the consolidated statement of operations ( Note 8 ). Additionally, we recorded a long-lived asset impairment charge for our discontinued industrial solutions division of $26.4 million in "Loss from discontinued operations, net of income taxes" in the consolidated statements of operations for the year ended December 31, 2014 ( Note 21 ). Asset Retirement Obligations We record the fair value of estimated asset retirement obligations ("AROs") associated with tangible long-lived assets in the period incurred. Retirement obligations associated with long-lived assets are those for which there is an obligation for closures and/or site remediation at the end of the assets’ useful lives. These obligations are initially estimated based on discounted cash flow estimates and are accreted to full value over time through charges to interest expense ( Note 16 ). In addition, asset retirement costs are capitalized as part of the related asset’s carrying value and are depreciated on a straight line basis for disposal wells and using a units-of-consumption basis for landfill costs over the assets’ respective useful lives. Revenue Recognition We recognize revenues in accordance with Accounting Standards Codification 605 (ASC 605 “Revenue Recognition”) and Staff Accounting Bulletin No 104, and accordingly all of the following criteria must be met for revenues to be recognized: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price to the buyer is fixed and determinable and collectability is reasonably assured. Revenues are generated upon the performance of contracted services under formal and informal contracts with direct customers. Taxes assessed on sales transactions are presented on a net basis and are not included in revenue. The majority of our revenues are from the transportation of fresh and saltwater by Company-owned trucks, or through temporary or permanent water transport pipelines to customer sites for use in drilling and hydraulic fracturing activities and from customer sites to remove and dispose of flowback and produced water originating from oil and natural gas wells. Revenues are also generated through fees charged for disposal of oilfield wastes in our landfill, disposal of fluids in our disposal wells and from the rental of tanks and other equipment. Certain customers are under contract with us to utilize our saltwater pipeline and have an obligation to dispose of a minimum quantity (number of barrels) of saltwater over the contract period. Transportation and disposal rates are generally based on a fixed fee per barrel of disposal water or, in certain circumstances, transportation is based on an hourly rate. Revenue is recognized based on the number of barrels transported or disposed of at hourly rates for transportation services, depending on the customer contract. Rates for other services are based on negotiated rates with our customers and revenue is recognized when the services have been performed. Our discontinued industrial solutions division derived the majority of its revenue from the sale of used motor oil and antifreeze after it is refined by one of its processing facilities. Revenue was recognized upon shipment or delivery, dependent on contracted terms, of salable fuel oil or upon recovery service provided in the receipt of waste oil and antifreeze per specific customer contract terms. Transportation costs charged to customers were included in revenue. Concentration of Customer Risk Three of our customers comprised 35% , 35% and 40% of our consolidated revenues for the years ended December 31, 2015 , 2014 and 2013 respectively, and 31% , 30% and 31% of our consolidated accounts receivable at December 31, 2015 , 2014 and 2013 , respectively. We depend on our customers’ willingness to make operating and capital expenditures to explore, develop and produce oil and natural gas in the United States. These expenditures are generally dependent on current oil and natural gas prices and the industry’s view of future oil and natural gas prices, including the industry’s view of future economic growth and the resulting impact on demand for oil and natural gas. The extended decline in oil and natural gas prices could result in reductions in our customers’ operating and capital expenditures. Declines in these expenditures could result in project modifications, delays or cancellations, general business disruptions, delays in, or nonpayment of, amounts owed to us, increased exposure to credit risk and bad debts, and a general reduction in demand for our services. These effects could have a material adverse effect on our financial condition, results of operations and cash flows. Direct Operating Expenses Direct operating expenses consists primarily of wages and benefits for employees performing operational activities, fuel expense associated with transportation and logistics activities, and costs to repair and maintain transportation and rental equipment and disposal wells. Income Taxes Income taxes are accounted for using the asset and liability method. Under this method, deferred income tax assets and liabilities are recognized for the expected future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases including temporary differences related to assets acquired in business combinations. Deferred tax assets are also recognized for net operating loss, capital loss and tax credit carryforwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the related temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided for those deferred tax assets for which realization of the related benefits is not more likely than not. We measure and record tax contingency accruals in accordance with GAAP which prescribes a threshold for the financial statement recognition and measurement of a tax position taken or expected to be taken in a return. Only positions meeting the “more likely than not” recognition threshold may be recognized or continue to be recognized. A tax position is measured at the largest amount that is greater than 50 percent likely of being realized upon ultimate settlement. Our policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. Share-Based Compensation Share-based compensation for all share-based payment awards granted is based on the grant-date fair value. Generally, awards of stock options granted to employees vest in equal increments over a three -year service period from the date of grant and awards of restricted stock awards or units vest over a two or three year service period from the date of grant. The grant date fair value of the award is recognized to expense on a straight-line basis over the requisite service period. As of December 31, 2015 there was approximately $2.6 million of unrecognized compensation cost for unvested stock options, restricted stock awards and restricted stock units, which are expected to vest over a weighted average period of approximately of 1.5 years . See Note 14 for additional information. Advertising Advertising costs are expensed as incurred. Advertising expense was approximately $0.5 million , $0.3 million and $0.2 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). The amendments in this update will be added to the ASC as Topic 606, Revenue from Contracts with Customers, and replaces the guidance in Topic 605. The underlying principle of the guidance in this update is that a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects to receive in exchange for the goods or services. This new revenue standard also calls for more detailed disclosures and provides guidance for transactions that weren’t addressed completely, such as service revenue and contract modifications which may be applied retrospectively or modified retrospectively. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date ("ASU 2015-14"). The guidance in ASU 2015-14 delays the effective date for the new revenue recognition guidance outlined in ASU 2014-09 to reporting periods beginning after December 15, 2017, which for us is the reporting period starting January 1, 2018. We are reviewing the guidance in ASU 2014-09 and have not yet assessed the impact, if any, on our consolidated financial statements and have not determined our method of adoption. In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). ASU 2014-15 requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. In doing so, companies will have reduced diversity in the timing and content of footnote disclosures than under today’s guidance. ASU 2014-15 is effective for reporting periods beginning after December 15, 2016, which for us is the reporting period starting January 1, 2017, with early adoption permitted. We are reviewing the guidance in ASU 2014-15 and evaluating the impact this new guidance may have on our consolidated financial statements. In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs , which amends ASC Subtopic 835-30, Interest - Imputation of Interest . The amendments in this ASU simplify the presentation of debt issuance costs and align the presentation with debt discounts. Entities will be required to present debt issuance costs as a direct deduction from the face amount of the related note, rather than as a deferred charge. Upon adoption, the amended guidance will affect our classification of debt issuance costs, which are currently classified in "Other assets" in the condensed consolidated balance sheets. The reclassification of debt issuance costs will effectively decrease "Other assets" and correspondingly decrease the respective long-term debt balances. The amendments in this ASU require retrospective application, with related disclosures for a change in accounting principle. Upon adoption, we will comply with these disclosure requirements by providing the nature and reason for the change, the transition method, a description of the adjusted prior period information and the effect of the change on the financial statement line items. For public business entities, the amendments in this ASU will be effective for financial statements issued for fiscal years beginning after December 15, 2015, and the interim periods within those fiscal years. We will adopt this guidance effective January 1, 2016 as required. Our total debt issuance costs as of December 31, 2015 were $10.9 million . In November 2015, the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes , which simplifies the presentation of deferred income taxes. The new guidance requires that deferred tax assets and liabilities, along with any related valuation allowance, be classified as non-current in a statement of financial position. This guidance is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2016, with early adoption permitted. We early adopted this new guidance on a prospective basis for the fiscal year ended December 31, 2015. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions 2013 Acquisitions During the year ended December 31, 2013, we completed three acquisitions in our shale solutions business, including two in the Marcellus/Utica Shale and one in the Bakken Shale area. In the Bakken Shale, in July 2013, we acquired Ideal Oilfield Disposal, LLC (“Ideal”), a greenfield oilfield waste disposal landfill site located in North Dakota. Total consideration was $24.6 million including stock valued at $6.7 million , cash of $9.8 million , and contingent consideration fair valued at approximately $8.1 million as of December 31, 2013. The maximum amount of contingent consideration payable is $8.5 million . The acquisition included land, certain land improvements and a disposal permit. See Note 12 for additional information regarding the contingent consideration related to Ideal. We have also agreed to pay the former owners of Ideal certain additional amounts based on future revenues of the landfill, which is expensed as revenue is incurred. Such amounts totaled $0.9 , $1.7 million and $0.2 million in the years ended December 31, 2015, 2014 and 2013, respectively. The aggregate purchase price of the 2013 acquired businesses was approximately $42.9 million consisting of approximately 0.7 million shares of our common stock with an estimated fair value of approximately $24.3 million , cash consideration of approximately $10.5 million and contingent consideration fair valued at approximately $8.1 million . The results of operations of the three acquisitions were not material to our consolidated results of operations during the year ended December 31, 2013. The final allocations of the combined aggregate purchase prices of the three acquisitions are summarized as follows: Accounts receivable $ 753 Other current assets 13 Property, plant and equipment, including landfill of $24.0 million 41,942 Customer relationships 400 Goodwill 341 Accounts payable and accrued liabilities (189 ) Other long-term liabilities (302 ) Total $ 42,958 The goodwill related to the pool of customer-qualified drivers acquired in connection with one of the Marcellus/Utica acquisitions. The following unaudited pro forma results of operations for the year ended December 31, 2013 assume that the 2013 acquisitions were completed at the beginning of the periods presented. The pro forma results include adjustments to reflect additional amortization of intangibles and depreciation of assets associated with the acquired and merged businesses and additional interest expense for debt issued to consummate these transactions: December 31, 2013 Revenue $ 529,398 Net (loss) income $ (133,693 ) Net (loss) income per share: Basic $ (5.43 ) Diluted $ (5.43 ) The pro forma financial information presented above is not necessarily indicative of either the results of operations that would have occurred had the acquisitions been effective as of January 1, 2013, or of our future operations. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic and diluted loss per common share from continuing operations, basic and diluted loss per common share from discontinued operations and net loss per basic and diluted common share have been computed using the weighted average number of shares of common stock outstanding during the period. For the years ended December 31, 2015 , 2014 and 2013 , no shares of common stock underlying stock options, restricted stock, or other common stock equivalents were included in the computation of diluted earnings per share ("EPS") from continuing operations because the inclusion of such shares would be antidilutive based on the net losses from continuing operations reported for those periods. Accordingly, for the years ended December 31, 2015 , 2014 and 2013 , no shares of common stock underlying stock options, restricted stock, or other common stock equivalents were included in the computations of diluted EPS from loss from discontinued operations or diluted EPS from net loss per common share, because such shares were excluded from the computation of diluted EPS from continuing operations for those periods. For the purpose of the computation of EPS, shares issued in connection with acquisitions that are contingently returnable are classified as issued but are not included in the basic weighted average number of shares outstanding until all applicable conditions are satisfied such that the shares are no longer contingently returnable. As of December 31, 2015 , 2014 and 2013 contingently returnable shares that were subject to sellers’ indemnification obligations and were being held in escrow of approximately 0.3 million , 0.3 million and 1.0 million shares, respectively, were excluded from the computation of basic EPS. The following table presents the calculation of basic and diluted net loss per common share: Year Ended December 31, 2015 2014 2013 Numerator: Loss from continuing operations $ (195,167 ) $ (457,178 ) $ (134,040 ) Loss from discontinued operations (287 ) (58,426 ) (98,251 ) Net loss attributable to common stockholders $ (195,454 ) $ (515,604 ) $ (232,291 ) Denominator: Weighted average shares—basic 27,681 26,090 24,492 Common stock equivalents — — — Weighted average shares—diluted 27,681 26,090 24,492 Basic and diluted loss per common share from continuing operations $ (7.05 ) $ (17.52 ) $ (5.47 ) Basic and diluted loss per common share from discontinued operations (0.01 ) (2.24 ) (4.01 ) Net loss per basic and diluted common share $ (7.06 ) $ (19.76 ) $ (9.48 ) Antidilutive stock-based awards excluded 799 230 272 |
Property, Plant and Equipment,
Property, Plant and Equipment, net | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, net | Property, Plant and Equipment, net Property, plant and equipment consists of the following: December 31, 2015 2014 Land $ 11,750 $ 11,750 Buildings 41,369 32,148 Building, leasehold and land improvements 12,796 11,262 Pipelines 70,511 70,511 Disposal wells 63,435 61,070 Landfill 28,130 28,130 Machinery and equipment 39,298 38,543 Equipment under capital leases 17,140 16,180 Motor vehicles and trailers 135,646 146,242 Rental equipment 154,651 164,640 Office equipment 6,790 6,647 581,516 587,123 Less accumulated depreciation (209,144 ) (155,790 ) Construction in process 33,816 44,649 Property, plant and equipment, net $ 406,188 $ 475,982 Depreciation expense for the years ended December 31, 2015 , 2014 , and 2013 was $ 67.6 million , $ 68.7 million , and $78.8 million , respectively. See Note 8 for discussion on impairment charges recorded for long-lived assets during the years ended December 31, 2015 , 2014 and 2013 . |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill Changes in the carrying amount of goodwill were as follows: Balance at December 31, 2013 $ 408,696 Impairment (Note 8) (303,975 ) Balance at December 31, 2014 104,721 Impairment (Note 8) (104,721 ) Balance at December 31, 2015 $ — During the year ended December 31, 2015 we recorded a goodwill impairment charge of $104.7 million related to our Rocky Mountain division, resulting in no goodwill remaining on the consolidated balance sheet as of December 31, 2015. During the year ended December 31, 2014 we recorded total goodwill impairment charges of $304.0 million , which was comprised of $33.8 million related to our Northeast division, $66.9 million related to our Southern division, and $203.3 million related to the Rocky Mountain division. There were no impairments in 2013 or prior related to the gross carrying amounts of goodwill from continuing operations existing as of December 31, 2013. See Note 8 for further discussion on these goodwill impairment charges. Intangible Assets Intangible assets consist of the following: December 31, 2015 December 31, 2014 Gross Carrying Amount Accumulated Amortization Net Remaining Useful Life Gross Carrying Amount Accumulated Amortization Net Remaining Useful Life Customer relationships $ 11,731 $ (6,865 ) $ 4,866 6.0 $ 11,694 $ (5,133 ) $ 6,561 6.6 Disposal permits 1,269 (451 ) 818 5.2 1,269 (288 ) 981 6.2 Customer contracts 17,352 (6,169 ) 11,183 11.0 17,352 (5,137 ) 12,215 12.0 $ 30,352 $ (13,485 ) $ 16,867 9.3 $ 30,315 $ (10,558 ) $ 19,757 9.9 The remaining weighted average useful lives shown are calculated based on the net book value and remaining amortization period of each respective intangible asset. During the years ended December 31, 2014 and 2013, we recorded impairment charges of $112.4 million and $4.5 million , respectively, for the write-down of certain intangible assets ( Note 8 ). The remaining $4.9 million of customer relationships are comprised of $3.3 million in the Northeast division and $1.6 million in the Southern division. The $0.8 million of remaining disposal permits and $11.2 million of customer contracts are in the Southern division. Amortization expense was $2.9 million , $17.2 million and $20.4 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. As of December 31, 2015 future amortization expense of intangible assets is estimated to be: 2016 $ 2,550 2017 2,124 2018 1,939 2019 1,788 2020 1,519 Thereafter 6,947 Total $ 16,867 |
Impairment of Long-Lived Assets
Impairment of Long-Lived Assets and Goodwill | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Impairment of Long-Lived Assets and Goodwill | Impairment of Long-Lived Assets and Goodwill Since late 2014, oil and natural gas prices have declined significantly to their lowest levels since 2003 and 1999, respectively. As a result of the reduced price of oil and natural gas and the subsequent downturn in the oil and natural gas industry, we have experienced a decline in demand and pricing for our services and a decline in the market price of our common stock. As a result of these factors, indicators of potential impairment existed during 2015 for both goodwill and long-lived assets. As of September 30, 2015, and prior to the annual goodwill impairment test, the entire goodwill balance of $104.7 million related to the Rocky Mountain division. Therefore, at September 30, 2015, we performed step one of the goodwill impairment test only for the Rocky Mountain division. To measure the fair value of the Rocky Mountain reporting unit, we used a combination of the discounted cash flow method and the guideline public company method. Based upon the results of the first step of the goodwill impairment test, we concluded that the fair value of the Rocky Mountain reporting unit was less than its carrying value, thereby requiring us to proceed to the second step of the goodwill impairment test. As part of the second step, we determined that for the Rocky Mountain reporting unit, the carrying value of the goodwill (or $104.7 million ) exceeded the implied fair value of the reporting unit goodwill (or $0 ). Accordingly, during the three months ended September 30, 2015, we recognized an impairment charge of $104.7 million related to our Rocky Mountain division, thereby eliminating all remaining goodwill. This impairment charge is shown as "Impairment of goodwill" in the consolidated statement of operations. During the three months ended December 31, 2015, due to the continued decline in activities in all basins as a result of further decreasing oil prices, we determined it was no longer cost effective to move the remaining equipment still located in the MidCon basin (which we exited during the three months ended March 31, 2015) to other basins as originally planned. Additionally, based upon current market re-sale prices, we determined that we should keep the remaining equipment for future use in other basins when activities increase rather than sell these assets. Based upon these facts, we determined that the MidCon basin should be a separate asset group for purposes of reviewing our long-lived assets for impairment during the three months ended December 31, 2015. As of December 31, 2015, we have total long-lived assets of $423.1 million that remain subject to impairment. Continued drops in oil, natural gas prices and rig counts, combined with lower revenues than expected would likely result in further asset impairments. Our impairment review of our long-lived assets during the three months ended December 31, 2015, concluded that the undiscounted cash flows for all asset groups other than than the MidCon basin were greater than the carrying amount, thus additional impairment analyses were not required. For the MidCon basin, which did not pass the recoverability test, the asset group's fair value was compared to the carrying amount. As the asset group's fair value was less than the carrying amount, an impairment charge of $5.9 million was recorded for the amount by which the carrying amount exceeded the fair value. This impairment charge was recorded to "Other, net" in the consolidated statement of operations as part of restructuring expenses related to the exit of the MidCon Shale area ( Note 9 ). If reduced customer activity levels continue to result in decreased demand for our services for a prolonged period of time, or if we otherwise make further downward adjustments to our projections, our actual cash flows could be less than our estimated cash flows, which could result in future impairment charges for long-lived assets. During the year ended December 31, 2014, we recognized total impairment charges of $416.4 million . During the three months ended September 30, 2014, in coordination with our annual goodwill impairment test, we recognized a goodwill impairment charge of $100.7 million ( $66.9 million in the Southern division and $33.8 million in the Northeast division), which was included in "Impairment of goodwill" in our consolidated statement of operations. During the three months ended December 31, 2014, due to the continued significant decline in oil and natural gas prices and the market condition of our common stock, we recognized an impairment charge of $112.4 million related to the customer relationship intangible asset in the Rocky Mountain division which was reported in "Impairment of long-lived assets" in our consolidated statement of operations. Additionally during the three months ended December 31, 2014, we recognized a goodwill impairment charge for the Rocky Mountain division of $203.3 million , which was included in "Impairment of goodwill" in the our consolidated statement of operations. During the year ended December 31, 2013, we recognized long-lived asset impairment charges totaling $111.9 million for write-downs to the carrying values of our freshwater pipeline in the Haynesville Shale basin of $27.0 million , and certain other long-lived assets including customer relationships and disposal permit intangibles totaling $4.5 million and disposal wells and equipment of $80.4 million in the Haynesville, Eagle Ford, Tuscaloosa Marine and Barnett Shale basins, which was characterized as "Impairment of long-lived assets" in the consolidated statement of operations. Impairment charges recorded for the years ended December 31, 2015 , 2014 and 2013 , related to continuing operations by reportable segment were as follows: Northeast Southern Rocky Mountain Total Year Ended December 31, 2015 Impairment of property, plant and equipment, net $ — $ 5,921 $ — $ 5,921 Impairment of intangibles, net — — — — Impairment of Goodwill — — 104,721 104,721 Total $ — $ 5,921 $ 104,721 $ 110,642 Year Ended December 31, 2014 Impairment of property, plant and equipment, net $ — $ — $ — $ — Impairment of intangibles, net $ — $ — $ 112,436 $ 112,436 Impairment of Goodwill $ 33,831 $ 66,885 $ 203,259 $ 303,975 Total $ 33,831 $ 66,885 $ 315,695 $ 416,411 Year Ended December 31, 2013 Impairment of property, plant and equipment, net $ 152 $ 107,261 $ — $ 107,413 Impairment of intangibles, net $ — $ 4,487 $ — $ 4,487 Impairment of Goodwill $ — $ — $ — $ — Total $ 152 $ 111,748 $ — $ 111,900 The fair values of each of the reporting units as well as the related assets and liabilities utilized to determine the impairment were measured using Level 2 and Level 3 inputs as described in Note 12 . |
Restructuring and Exit Costs
Restructuring and Exit Costs | 12 Months Ended |
Dec. 31, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Exit Costs | Restructuring and Exit Costs In March 2015, we initiated a plan to restructure our business in certain shale basins and reduce costs, including an exit from the MidCon Shale area and the Tuscaloosa Marine Shale logistics business. Additionally, we closed certain yards within the Northeast and Southern divisions and transferred the related assets to our other operating locations, primarily in the Eagle Ford shale basin. Based on costs incurred in connection with the restructuring plan, we recorded a total of $7.1 million during the year ended December 31, 2015 . As previously discussed in Note 8 , during the three months ended December 31, 2015, we determined it was no longer cost effective to move the remaining equipment still located in the exited MidCon basin to other basins, nor was it in our best interest to sell these assets, and therefore the assets still remaining in the MidCon basin should be viewed as a separate asset group for purposes of reviewing long-lived assets for impairme nt. As a result of the impairment review, we recorded an impairment charge of $5.9 million on the remaining MidCon assets during the three months ended December 31, 2015, which is included in the total restructuring charges for the year ended December 31, 2015. The restructuring charges are characterized as "Other, net" in the accompanying consolidated statements of operations for the year ended December 31, 2015 . Such costs consisted of the following: Year Ended December 31, 2015 Severance and termination benefits $ 724 Asset impairment charge (see Note 8) 5,921 Contract termination costs and exit costs 453 Total restructuring and exit costs $ 7,098 Approximately $6.6 million , $0.1 million and $0.4 million of the total charge was recorded in the Southern, Northeast and Corporate operating segments, respectively. The liability totaled approximately $0.2 million as of December 31, 2015 and is included as "Accrued liabilities" in the consolidated balance sheets. A rollforward of the restructuring and exit cost accruals through December 31, 2015 is as follows: Employee Termination Costs (a) Lease Exit Costs (b) Other Exit Costs (c) Total Restructuring and exit costs accrued at December 31, 2014 $ — $ — $ — $ — Restructuring and exit-related costs 724 290 163 1,177 Cash payments (724 ) (110 ) (163 ) (997 ) Restructuring and exit costs accrued at December 31, 2015 $ — $ 180 $ — $ 180 _____________________ (a) Employee termination costs consist primarily of severance and related costs. (b) Lease exit costs consist primarily of costs that will continue to be incurred under non-cancellable operating leases for their remaining term without any benefit to us. (c) Other exit costs include costs related to the movement of vehicles and rental fleet in connection with the exit from certain shale areas. |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities consisted of the following at December 31, 2015 and December 31, 2014 : December 31, 2015 2014 Accrued payroll and employee benefits $ 5,839 $ 12,566 Accrued insurance 5,896 6,830 Accrued legal and environmental costs 1,531 1,421 Accrued taxes 1,514 1,477 Accrued interest 8,516 8,570 Amounts payable to related party (Note 19) — 114 Accrued operating costs 4,233 5,685 Accrued other 2,314 6,732 Total accrued liabilities $ 29,843 $ 43,395 Accrued legal and environmental costs included $0.4 million at December 31, 2014 , in connection with the settlement of the 2010 Class Action litigation. As further described in Note 17 , during the year ended December 31, 2014, the cash portion of the settlement of the 2010 Class Action litigation was paid and we issued 0.8 million shares of our common stock in connection with such settlement. There were no accrued legal and environmental costs associated with the settlement of the 2010 Class Action litigation as of December 31, 2015. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt consisted of the following at December 31, 2015 and December 31, 2014 : December 31, 2015 December 31, 2014 Interest Rate Maturity Date Unamortized Deferred Financing Costs Fair Value of Debt (f) Carrying Value of Debt Carrying Value of Debt Asset-Based Revolving Credit Facility (a) 2.84% Jan. 2018 $ 2,164 $ 101,832 $ 101,832 $ 183,065 2018 Notes (b) 9.875% Apr. 2018 8,708 138,750 400,000 400,000 Vehicle financings (c) 5.61% Various — 12,303 12,303 14,872 Note payable (d) 4.25% Apr. 2019 — 6,492 6,492 — Total debt $ 10,872 $ 259,377 520,627 597,937 Original issue discount (e) (639 ) (874 ) Original issue premium (e) 187 255 Total debt, net 520,175 597,318 Less: current portion (g) (508,417 ) (4,863 ) Long-term portion of debt $ 11,758 $ 592,455 _____________________ (a) The interest rate presented represents the interest rate on the $125.0 million asset-based revolving credit facility (the “ABL Facility”) at December 31, 2015 . (b) The interest rate presented represents the coupon rate on our outstanding $400.0 million aggregate principal amounts of 9.875% Senior Notes due 2018 (the “2018 Notes”), excluding the effects of deferred financing costs, original issue discounts and original issue premiums. Including the impact of these items, the effective interest rate on the 2018 Notes is approximately 11.0% . Interest payments are due semi-annually in April and October. (c) Vehicle financings consist of installment notes payable and capital lease arrangements related to fleet purchases with a weighted-average annual interest rate of approximately 5.61% and which mature in varying installments between 2016 and 2020 . Installment notes payable and capital lease obligations for vehicle financings were $0.0 million and $12.3 million , respectively, at December 31, 2015 , and were $0.3 million and $14.6 million , respectively, at December 31, 2014 . (d) During the three months months ended June 30, 2015, we settled our obligation to acquire the remaining 49% interest in AWS from the non-controlling interest holder with a $4.0 million cash payment and a $7.4 million note payable with principal and interest due in equal quarterly installments through April 2019. (e) The issuance discount represents the unamortized difference between the $250.0 million aggregate principal amount of the 2018 Notes issued in April 2012 and the proceeds received upon issuance (excluding interest and fees). The issuance premium represents the unamortized difference between the proceeds received in connection with the November 2012 issuance of the 2018 Notes (excluding interest and fees) and the $150.0 million aggregate principal amount thereunder. (f) The estimated fair value of our 2018 Notes is based on quoted market prices as of December 31, 2015 . Our ABL Facility and capital leases for vehicle financings bear interest at rates commensurate with market rates and therefore their respective carrying values approximate fair value. (g) As a result of the probability of breaching one of the financial covenants if we are not successful at restructuring our debt (see "Subsequent Events Related to Restructuring" later in this section), the carrying value of the ABL Facility and the 2018 Notes was reclassified to current liabilities in the consolidated balance sheet as of December 31, 2015. The required principal payments for all borrowings for each of the five years following the balance sheet date are as follows: 2016 $ 508,136 2017 6,475 2018 3,404 2019 1,994 2020 618 Thereafter — Total $ 520,627 2018 Notes On April 10, 2012, we completed a private placement offering of $250.0 million aggregate principal amount of 9.875% senior unsecured notes due April 2018 (the “Notes”). Net proceeds from the issuance of the Notes, after deducting underwriters’ fees and offering expenses, totaled $240.8 million and were used to repay the outstanding principal balances of our old credit facility and to partially finance the acquisition of TFI. On November 5, 2012, we completed a private placement offering of $150.0 million aggregate principal amount of 9.875% senior unsecured notes due April 2018 (the “Additional Notes” and with the Notes, are collectively referred to as the “2018 Notes”). Net proceeds from the issuance of the Additional Notes, after deducting underwriters’ fees and offering expenses, totaled approximately $147.0 million and were used to partially finance the merger with Power Fuels. The 2018 Notes are redeemable, at our option, in whole or in part, at any time and from time to time on and after April 15, 2015 at the applicable redemption price set forth below, if redeemed during the 12-month period commencing on April 15 of the years set forth below: Redemption Period Price 2016 102.469 % 2017 and thereafter 100.000 % In addition, we may on any one or more occasions redeem up to 35% of the original aggregate principal amount of the 2018 Notes, with funds in an equal aggregate amount up to the aggregate proceeds of certain of our equity offerings, at a redemption price of 109.875% . The indentures governing the 2018 Notes also contain restrictive covenants that, among other things, limit our ability to transfer or sell assets; pay dividends or make certain distributions; buy subordinated indebtedness or securities; make certain investments or make other restricted payments; incur or guarantee additional indebtedness or issue preferred stock; create or incur liens securing indebtedness; incur dividend or other payment restrictions affecting subsidiary guarantors; consummate a merger, consolidation or sale of all or substantially all of our assets; enter into transactions with affiliates; engage in business other than a business that is the same or similar, reasonably related, complementary or incidental to our current business and/or that of our subsidiaries; and make certain acquisitions or investments. We were compliant with these covenants at December 31, 2015 . The 2018 Notes also contain restrictive covenants that limit new borrowings and letters of credit under secured credit facilities to a total amount not to exceed $150.0 million if, after giving effect to the application of any new proceeds therefrom, the Fixed Charge Coverage Ratio (as defined by the Indenture) for the most recent four full fiscal quarters is less than 2.0 to 1.0. As of December 31, 2015 and February 29, 2016 our Fixed Charge Coverage Ratio was less than 2.0 to 1.0 and therefore our ability to incur additional indebtedness under senior secured credit facilities is limited to a maximum total amount of $150.0 million . However, as a result of the Fourth Amendment, Consent and Release to Amended and Restated Credit Agreement, described below, our ability to incur new borrowings under the ABL Facility is limited to a maximum of $125.0 million irrespective of the permitted availability of up to $150.0 million under the 2018 Notes. Refer to the section below titled "Financial Covenants and Borrowing Limitations" for additional information. Asset-Based Revolving Credit Facility In February 2014, we entered into a new asset-based revolving credit facility (the “ABL Facility”) with Wells Fargo Bank as Administrative Agent and other lenders which amended and replaced a $325.0 million senior revolving credit agreement (the "Amended Revolving Credit Facility") which also had a $100.0 million accordion feature which provided for $425.0 million of total availability. Initially, the ABL Facility provided a maximum credit amount of $200.0 million , which could be increased to $225.0 million through a $25.0 million accordion feature. Initial borrowings under the ABL Facility were used to refinance amounts outstanding under the Amended Revolving Credit Facility and fund certain related fees and expenses. In March 2014, we expanded the ABL Facility to increase the maximum availability from $200.0 million to $245.0 million and also increased the accordion feature from $25.0 million to $50.0 million . The terms and pricing of the facility remained the same and were unaffected by the upsizing of the facility size. The ABL Facility is used to support ongoing working capital needs and other general corporate purposes, including growth initiatives. The ABL Facility, which matures at the earlier of five years from the closing date or 90 days prior to the maturity of other material indebtedness including the 2018 Notes, is secured by substantially all of our assets. In connection with the closing of the Thermo Fluids Inc. ("TFI") disposition, we entered into a Second Amendment, Consent and Release to Amended and Restated Credit Agreement (the “ABL Facility Amendment”), dated April 13, 2015, with Wells Fargo Bank, National Association, as agent, and the lenders named therein, which amends the ABL Facility. The ABL Facility Amendment reduced the maximum revolver availability from $245.0 million to $195.0 million and removed the accordion feature. Pricing of the ABL Facility remained the same other than corresponding changes reflecting the reduction of maximum revolver availability. The ABL Facility Amendment also reflects an updated appraisal for machinery and equipment that is used in the borrowing base formula. In May 2015, we entered into a Third Amendment to Amended and Restated Credit Agreement for the purpose of adding four of our wholly-owned subsidiaries, consisting of Nuverra Rocky Mountain Pipeline, LLC, (or "RMP"), Nuverra Total Solutions, LLC, NES Water Solutions, LLC, and Heckmann Woods Cross, LLC (collectively, the “New Loan Parties”) as guarantors. In November 2015, we entered into a Fourth Amendment, Consent and Release to Amended and Restated Credit Agreement (the "Fourth ABL Facility Amendment"). The Fourth ABL Facility Amendment reduced the maximum revolver availability from $195.0 million to $125.0 million , and institutes an Advance Rate equal to the lower of 94% of the net book value of eligible machinery and equipment, which falls 1% each month beginning on February 1, 2016 until the advance rate is reduced to 70% (the "Eligible Equipment NBV Advance Rate") or 84% of the net orderly liquidation value of eligible machinery and equipment which falls 1% each month beginning on February 1, 2016 until the advance rate is reduced to 60% (the "Eligible Equipment NOLV Advance Rate"). In addition, the Fourth ABL Facility Amendment releases RMP from all obligations under the ABL Facility, including as guarantor and a grantor under the guaranty and security agreement to the ABL Facility, releases all liens on the assets of RMP and equity interests in RMP to the extent they are transferred to a third party investor and establishes a separate permitted investment basket allowing for additional aggregate investments of up to $5.0 million in RMP. The Fourth ABL Facility Amendment also reflects an updated appraisal for machinery and equipment that is used in the borrowing base formula beginning November 2, 2015. The orderly liquidation values of eligible equipment are periodically appraised at the discretion of the lenders with a maximum of two field examinations during any 12 consecutive months or more than four desktop appraisals during any 12 consecutive months. The borrowing base is adjusted monthly for changes in eligible accounts receivable and machinery and equipment. The ABL Facility includes a letter of credit sub-limit of $10.0 million and a swingline facility sub-limit equal to 10% of the total facility size for more immediate cash needs. Interest accrues on outstanding loans under the ABL Facility at a floating rate based on, at our election, (i) the greater of (a) the prime lending rate as publicly announced by Wells Fargo, (b) the Federal Funds rate plus 0.5% or (c) the one month LIBOR plus 1.0% , plus, in each case, an applicable margin of 0.75% to 1.50% or (ii) the LIBOR rate plus an applicable margin of 1.75% to 2.50% . As of December 31, 2015 and January 31, 2016 the applicable margin was 2.50% . We are also required to pay fees on the unused commitments of the lenders under the ABL Facility, fees for outstanding letters of credit and other customary fees. Costs associated with the ABL Facility totaling approximately $3.6 million were capitalized as deferred financing costs in the year ended December 31, 2014, and we wrote off unamortized deferred financing costs associated with our Amended Revolving Credit Facility of approximately $3.2 million in the same period. Upon executing the ABL Facility Amendment, we wrote-off a portion of the unamortized deferred financing costs associated with our ABL Facility of approximately $1.0 million during the three months ended June 30, 2015. No fees were incurred upon executing the ABL Facility Amendment. In connection with the Fourth ABL Facility Amendment we incurred consent fees and legal fees of approximately $0.3 million which were capitalized as deferred financing costs during the three months ended December 31, 2015. Further, we wrote off a portion of the unamortized deferred financing costs associated with our ABL Facility of approximately $1.1 million during the three months ended December 31, 2015. Indebtedness We are highly leveraged and a substantial portion of our liquidity needs result from debt service requirements and from funding our costs of operations and capital expenditures. As of December 31, 2015 , we had $ 520.6 million ($ 520.2 million net of unamortized discount and premium) of indebtedness outstanding, consisting of $400.0 million of 2018 Notes, $101.8 million under the ABL Facility, $12.3 million of capital leases and installment notes payable for vehicle financings, and $6.5 million for notes payable related to acquiring the remaining interest in AWS. As of December 31, 2015 , our borrowing base would support additional borrowings under the ABL Facility of up to $0.9 million . As of February 29, 2016 , net availability under the ABL Facility was approximately $0.7 million . Financial Covenants and Borrowing Limitations The ABL Facility, as amended, requires, and any future credit facilities will likely require, us to comply with specified financial ratios that may limit the amount we can borrow under our ABL Facility. A breach of any of the covenants under the indenture governing the 2018 Notes (the “Indenture”) or the ABL Facility, as applicable, could result in a default. Our ability to satisfy those covenants depends principally upon our ability to meet or exceed certain positive operating performance metrics including, but not limited to, earnings before interest, taxes, depreciation and amortization, or EBITDA, and ratios thereof, as well as certain balance sheet ratios. Any debt agreements we enter into in the future may further limit our ability to enter into certain types of transactions. The ABL Facility contains certain financial covenants that require us to maintain a senior leverage ratio and, upon the occurrence of certain specified conditions, a fixed charge coverage ratio. The senior leverage ratio is calculated as the ratio of senior secured debt to adjusted EBITDA (which includes net (loss) income plus certain items such as interest, taxes, depreciation, amortization, impairment charges, stock-based compensation and other adjustments as defined in the ABL Facility), and is limited to 3.0 to 1.0. Our $400.0 million of 2018 Notes and our note payable issued to acquire the remaining interest in AWS are not secured and thus are excluded from the calculation of this ratio. The fixed charge coverage ratio, which only applies if excess availability under the ABL Facility falls below 12.5% of the maximum revolver amount, requires the ratio of adjusted EBITDA (as defined) less capital expenditures to fixed charges (as defined) to be at least 1.1 to 1.0. The senior leverage ratio and fixed charge coverage ratio covenants could have the effect of limiting our availability under the ABL Facility, as additional borrowings would be prohibited if, after giving pro forma effect thereto, we would be in violation of either such covenant. As of December 31, 2015 , we remained in compliance with our financial covenants and availability was $16.5 million ; however, our ratio of adjusted EBITDA to fixed charges was less than 1.1 to 1.0 (as calculated pursuant to the ABL Facility). As such, our net availability was reduced by 12.5% of the maximum revolver amount, or $15.6 million , resulting in approximately $0.9 million of net availability as of December 31, 2015 . In addition, although our ratio of senior secured debt to adjusted EBITDA was less than the maximum of 3.0 to 1.0 as of December 31, 2015 , if future operating performance does not improve or if our senior secured debt is not sufficiently repaid, we would exceed such limit as early as the first quarter of 2016, which would constitute an event of default. During the first quarter of 2016, the agent for the ABL Facility commenced a borrowing base redetermination involving a valuation of the net orderly liquidation value of our eligible machinery and equipment by a third party specialist. In connection with the preliminary results, which were not final as of the date of this filing, the lenders applied an $18.0 million reserve against our availability based on the estimated decline to our borrowing base. As a result, we made cumulative payments of $20.0 million during January and February of 2016, thus reducing the amount outstanding under the ABL Facility to $81.8 million as of February 29, 2016 . If our ratio of senior secured debt to adjusted EBITDA were to exceed the maximum limit, we would request a waiver from the lenders or may be required to repay the outstanding balance of the ABL Facility. Failure to obtain a waiver or cure the default through repayment of the facility would create an event of cross default with our senior unsecured notes. There can be no assurance that the lenders will grant a waiver, and we currently do not have sufficient liquidity, including cash on hand, to repay amounts outstanding under the ABL Facility in order to maintain compliance with such covenant. The maximum amount we can borrow under our ABL Facility is subject to contractual and borrowing base limitations which could significantly and negatively impact our future access to capital required to operate our business. In addition to the financial covenants described above, the ABL Facility contains certain customary limitations on our ability to, among other things, incur debt, grant liens, make acquisitions and other investments, make certain restricted payments such as dividends, dispose of assets or undergo a change in control. The ABL Facility's borrowing base limitations are based upon eligible accounts receivable and equipment. If the value of our eligible accounts receivable or equipment decreases for any reason, or if some portion of our accounts receivable or equipment is deemed ineligible under the terms of our ABL Facility, the amount we can borrow under the ABL Facility could be reduced. These limitations could have a material adverse impact on our liquidity and financial condition. In addition, the administrative agent for our ABL Facility has the periodic right to commission appraisals of the assets comprising our borrowing base, and we are obligated to reimburse the cost of up to four appraisals including one field examination, during any 12 consecutive months. If an appraisal results in a reduction of the borrowing base, we may be required to repay a portion of the amount outstanding under the ABL Facility in order to remain in compliance with applicable borrowing limitations. At December 31, 2015 we had $0.9 million of net availability under the ABL Facility. During 2016, we expect further deterioration to our ABL borrowing base due to declining accounts receivable and downward pressure on the orderly liquidation values of our machinery and equipment. In addition, starting February 1, 2016, the NOLV Advance Rate of 84% falls 1% per month thereafter until the advance rate is reduced to 60% . During January and February of 2016, we made payments of $20.0 million against the outstanding balance of the ABL Facility to cover the borrowing base deterioration and to ensure the ratio of senior secured debt to adjusted EBITDA, as described above, was less than the maximum of 3.0 to 1.0. There can be no assurance that we will have sufficient cash on hand or other sources of liquidity to make any such future repayments. Our ABL facility also contains a non-financial covenant in connection with an auditor's opinion on the consolidated financial statements. The covenant is considered breached in the event we receive a qualified opinion and/or explanatory paragraph related to going concern. As of March 11, 2016 , the Report of Independent Registered Public Accounting Firm in the accompanying consolidated financial statements includes an explanatory paragraph regarding our ability to continue as a going concern. Consequently, we are in violation of the ABL Facility non-financial covenant, however our lenders have consented to a waiver for this breach. Despite this, without the successful completion of the restructuring transaction described below (see "Subsequent Events Related to Restructuring"), we expect to breach additional covenants within the next 12 months that would cause a default of our ABL Facility and Indenture debt, resulting in an acceleration of the related maturity dates. Although we expect to complete the restructuring transaction and avoid any further defaults, the transaction is not solely within our control and therefore prevailing accounting guidance requires us to report the affected debt balances as current liabilities in our consolidated balance sheet at December 31, 2015. As a result, the carrying value of the ABL Facility and the 2018 Notes was reclassified as current in the consolidated balance sheet as of December 31, 2015. The Indenture governing the 2018 Notes contains restrictive covenants on the incurrence of senior secured indebtedness, including incurring new borrowings under the ABL Facility, which would limit our ability to incur incremental new senior secured indebtedness in certain circumstances and access to capital if our fixed charge coverage ratio falls below 2.0 to 1.0. To the extent that the fixed charge coverage ratio (as defined in the Indenture) is below 2.0 to 1.0, the Indenture prohibits our incurrence of new senior secured indebtedness under the ABL Facility or any other secured credit facility, at that point in time, to the greater of $150.0 million and the amount of debt as restricted by the secured leverage ratio, which is the ratio of secured debt to EBITDA, of 2.0 to 1.0, as determined pursuant to the Indenture. The 2.0 to 1.0 fixed charge coverage ratio and secured leverage ratio are incurrence covenants, not maintenance covenants. The covenants do not require repayment of existing borrowings incurred previously in accordance with the covenants, but rather limits new borrowings during any such period. As a result of the Fourth ABL Facility Amendment, our ability to incur new borrowings under the ABL Facility is limited to a maximum of $125.0 million irrespective of the permitted availability of up to $150.0 million under the 2018 Notes. The ABL Facility and Indenture covenants described above are subject to important exceptions and qualifications. The continued effect of low oil and natural gas prices will negatively impact our compliance with our covenants, and we cannot guarantee that we will satisfy those requirements. If we do not obtain a long term waiver for any breached covenants, it would result in a default under the Indenture, ABL Facility or other debt obligations, or any future credit facilities we may enter into, which could allow all amounts outstanding thereunder to be declared immediately due and payable, subject to the terms and conditions of the documents governing such indebtedness. If we were unable to repay the accelerated amounts, our secured lenders could proceed against the collateral granted to them to secure such indebtedness. This would likely in turn trigger cross-acceleration and cross-default rights under any other credit facilities and Indentures. If the amounts outstanding under the 2018 Notes or any other indebtedness outstanding at such time were to be accelerated or were the subject of foreclosure actions, we cannot guarantee that our assets would be sufficient to repay in full the money owed to the lenders or to our other debt holders. We may also be prevented from taking advantage of business opportunities that arise because of the limitations imposed on us by such restrictive covenants. These restrictions may also limit our ability to plan for or react to market conditions, meet capital needs or otherwise restrict our activities or business plans and adversely affect our ability to finance our operations, enter into acquisitions, execute its business strategy, effectively compete with companies that are not similarly restricted or engage in other business activities that would be in our interest. In the future, we may also incur debt obligations that might subject us to additional and different restrictive covenants that could affect our financial and operational flexibility. We cannot guarantee that we will be granted waivers or amendments to the Indenture governing the 2018 Notes, the ABL Facility or such other debt obligations if for any reason we are unable to comply with our obligations thereunder. Any such limitations on borrowing under our ABL Facility could have a material adverse impact on our liquidity. Subsequent Events Related to Restructuring (Unaudited) On March 11, 2016, we announced that we entered into a Restructuring Support Agreement with holders of more than 80% of the 2018 Notes relating to a restructuring transaction (the “Restructuring”), which is subject to the satisfaction of certain closing conditions including shareholder approval and minimum noteholder participation, pursuant to which, among other terms and conditions: (i) we will offer to exchange up to $368.6 million aggregate principal amount of the 2018 Notes for new second lien secured notes due 2021 (the “2021 Notes”), (ii) approximately $31.4 million aggregate principal amount of the 2018 Notes purchased on the open market during the year ended December 31, 2015 by an entity controlled by Mr. Mark D. Johnsrud, our Chief Executive Officer and Chairman of the board of directors, will be exchanged for our common stock at a volume-weighted, market-average conversion price per share, (iii) certain holders of the 2018 Notes will fund a new $24.0 million principal amount “last out” first lien term loan due 2021 (the “Term Loan”) with annual interest at 13% to be paid in-kind by increasing the principal amount payable thereunder and due at maturity, and (iv) we will issue warrants to purchase up to 15% of our then outstanding common stock, at an exercise price of $0.01 per share, to the lenders under the Term Loan and certain holders of the 2018 Notes that participate in the exchange offer. Also as part of the Restructuring, Mr. Johnsrud also has agreed to backstop a $5.0 million equity rights offering (the “Rights Offering”) that we expect to complete in May 2016. The net proceeds of the Term Loan and the Rights Offering will be used to pay down a portion of the outstanding balance on the ABL Facility, which will be available for reborrowing subject to any borrowing base limitations and compliance with other applicable terms and conditions under the ABL Facility. As part of the Restructuring and concurrent with the foregoing transactions, we expect to amend our ABL Facility, for which we have received conditional consents from the required lenders thereunder. The proposed amendments include, among other terms and conditions, the following: (i) locking the Eligible Equipment advance rate at 80% of Net Orderly Liquidation Value, (ii) establishing an excess cash flow sweep, and (iii) replacing the secured leverage ratio covenant with a minimum cumulative EBITDA covenant, tested monthly beginning in April 2016. Interest on the 2021 Notes will be payable semiannually on April 15 and October 15 of each year beginning on October 15, 2016, and will be paid in-kind by increasing the principal amount payable thereunder and due at maturity and/or in cash as follows: (i) interest payable on October 15, 2016 will be paid in-kind at a rate of 12.5% per annum, (ii) interest payable in 2017 will be paid 50% in-kind and 50% in cash at a rate of 10% per annum, (iii) interest payable on April 15, 2018 and thereafter will be paid in cash at a rate of 10% per annum until maturity. The liens securing the 2021 Notes will be contractually subordinated to the liens on such assets securing the ABL Facility and the Term Loan. Both the conversion of Mr. Johnsrud’s 2018 Notes to equity and the Rights Offering are subject to shareholder approval of amendments to our certificate of incorporation to provide for the issuance of sufficient additional shares of common stock. The Restructuring and the transactions contemplated thereby are subject to additional terms and conditions. We provide no assurances that we will be able to successfully consummate the Restructuring or other alternatives to restructure our existing indebtedness, in which case we may need to restructure under the Bankruptcy Code. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Measurements Fair value represents an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: • Level 1 — Observable inputs such as quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities; • Level 2 — Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and • Level 3 — Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Assets and liabilities measured at fair value on a recurring basis as of December 31, 2015 and December 31, 2014 and the fair value hierarchy of the valuation techniques we utilized to determine such fair value included significant unobservable inputs (Level 3) and were as follows: Fair Value December 31, 2015 Assets - cost method investment $ 3,169 Liabilities: Contingent consideration 8,628 Financing obligation to acquire non-controlling interest — December 31, 2014 Assets - cost method investment $ 3,169 Liabilities: Contingent consideration 9,824 Financing obligation to acquire non-controlling interest 11,000 Contingent Consideration We are liable for certain contingent consideration payments in connection with various acquisitions. The fair value of the contingent consideration obligations was determined using a probability-weighted income approach at the acquisition date and is revalued at each reporting date or more frequently if circumstances dictate based on changes in the discount periods and rates, changes in the timing and amount of the revenue estimates and changes in probability assumptions with respect to the likelihood of achieving the obligations. Contingent consideration is reported as "Current portion of contingent consideration" and "Long-term portion of contingent consideration" in the consolidated balance sheets. Changes to the fair value of contingent consideration are recorded as "Other income (expense), net" in the consolidated statements of operations. Accretion expense related to the increase in the net present value of the contingent liabilities is included in interest expense for the period. The fair value measurement is based on significant inputs not observable in the market, which are referred to as Level 3 inputs. Changes to contingent consideration obligations during the years ended December 31, 2015 and December 31, 2014 were as follows: December 31, 2015 2014 Balance at beginning of period $ 9,824 $ 15,457 Accretion — 476 Cash payments (909 ) (1,014 ) Issuances of stock — (3,789 ) Changes in fair value of contingent consideration, net (287 ) (1,306 ) Balance at end of period 8,628 9,824 Less: current portion (8,628 ) (9,274 ) Long-term portion of contingent consideration $ — $ 550 Acquisitions with remaining contingent consideration obligations are as follows: Keystone Vacuum, Inc. —In addition to the initial purchase price, we are obligated to make additional payments to the sellers of Keystone Vacuum, Inc. (“KVI”), which we acquired on February 3, 2012, for each of the fiscal years ended January 31, 2013 through 2016, in which KVI’s adjusted EBITDA (as defined) is greater than applicable adjusted EBITDA targets. Any additional amounts payable are payable in shares of our common stock or cash at our discretion and any such additional payments are capped at an aggregate value of $7.5 million . During 2013, we issued less than 0.1 million shares of our common stock and made a cash payment of approximately $0.9 million in satisfaction of contingent consideration obligation for the contract period ended January 31, 2013. We made cash payments of approximately $0.9 million and $0.5 million during the years ended December 31, 2015 and 2014, respectively, in satisfaction of our contingent consideration obligation for the contract periods ended January 31, 2015 and January 31, 2014, respectively. Ideal Oilfield Disposal, LLC —In addition to the initial purchase price, we are obligated to pay the former owners of Ideal up to a maximum amount of $8.5 million upon the issuance of a second special waste disposal permit issued to expand its current landfill, depending on permitted capacity. The additional amount is payable in cash or in shares of our common stock at our discretion and is due at such time the former owners deliver to us all permits, certificates and other documents necessary to operate the portion of the landfill associated with the additional capacity. While we are unable to predict the precise timing of such payment due to the regulatory requirements associated with issuance of the required permits and certificates, we believe such payment could occur during the year ended December 31, 2016. We have also agreed to pay the former owners of Ideal certain additional amounts based on future revenues of the landfill, which was determined to be appropriately expensed as revenue is incurred. Financing Obligation to Acquire Non-Controlling Interest The fair value of the financing obligation to acquire a non-controlling interest represents the present value of our right to acquire the remaining 49% interest in Appalachian Water Services, LLC (“AWS”) from the non-controlling interest holder at a fixed price of $11.0 million payable in shares of our common stock. The non-controlling interest holder had a put option to sell the remaining 49% to us under the same terms beginning in January 2015. In January 2015, the non-controlling interest holder provided notice that they were exercising such put option. In June 2015, we purchased the remaining interest in AWS with a $4.0 million cash payment, included as a component of "Payments on vehicle financing and other financing activities" in our consolidated statements of cash flows, and $7.4 million note payable with principal and interest due in equal quarterly installments through April 2019. If we fail to meet the payment terms of this obligation, or if we become insolvent or declare bankruptcy, all remaining outstanding balances on the note payable would become immediately due and payable. If such an acceleration were to occur, we would request a waiver from the non-controlling interest holder, but there can be no assurance that such waiver would be forthcoming or that we would have sufficient available liquidity to make any required repayment. Other In addition to our assets and liabilities that are measured at fair value on a recurring basis, we are required by GAAP to measure certain assets and liabilities at fair value on a nonrecurring basis after initial recognition. Generally, assets, liabilities and reporting units are measured at fair value on a nonrecurring basis as a result of impairment reviews and any resulting impairment charge. In connection with our impairment review of long-lived assets described in Note 8 , we measured the fair value of our asset groups that were not deemed recoverable, based on Level 3 inputs consisting of the discounted future cash flows associated with the use and eventual disposition of the asset group. In connection with our goodwill impairment review described in Note 8 , we measured the fair value of our reporting units using a combination of the discounted cash flow method and the guideline public company method. The discounted cash flow method is based on Level 3 inputs consisting primarily of our five-year forecast and utilizes forward-looking assumptions and projections, as well as factors impacting long-range plans such as pricing, discount rates and commodity prices. The guideline public company method is based on Level 2 inputs and considers potentially comparable companies and transactions within our industry, and applies their trading multiples to our reporting units. This approach utilizes data from actual marketplace transactions, but reliance on the results is limited by difficulty in identifying entities that are specifically comparable to our reporting units, considering their diversity, relative sizes and levels of complexity. Cost method investments are measured at fair value on a nonrecurring basis when deemed necessary, using observable inputs such as trading prices of the stock, as well as using discounted cash flows, incorporating adjusted available market discount rate information and our estimates for liquidity risk. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Equity | Equity The only issuances of common stock during the year ended December 31, 2015 related to share-based compensation and our ESPP plan discussed in Note 14 , as well as our match on our employee benefit plan discussed in Note 18 . Common stock issuances during the years ended December 31, 2014 and December 31, 2013 are discussed below. 2014 Common Stock Issuances • On March 14, 2014, we issued approximately 0.2 million shares of common stock to the former shareholders of Complete Vacuum and Rentals, Inc. (or "CVRI") under the terms of a February 2014 settlement agreement and release, which resolved certain previous disputes regarding additional consideration due by us and indemnification obligations of the former shareholders of CVRI. • On July 2, 2014, we issued approximately 0.3 million shares of common stock in connection with the settlement of the 2010 Class Action litigation ( Note 17 ). • On August 27, 2014, we issued an additional 0.5 million shares of common stock in connection with the settlement of the 2010 Class Action litigation ( Note 17 ). 2013 Common Stock Issuances • On June 17, 2013, we issued approximately 0.5 million unregistered shares of common stock in a private placement pursuant to Section 4(a)(2) under the Securities Act in connection with an acquisition in the Utica Shale basin ( Note 4 ). • On July 9, 2013, we issued approximately 0.2 million unregistered shares of common stock in a private placement pursuant to Section 4(a)(2) under the Securities Act in connection with the acquisition of Ideal Oilfield Disposal, LLC ( Note 4 ). • On July 18, 2013, we issued approximately 0.1 million shares of common stock in connection with the settlement of the 2010 Derivative Action ( Note 17 ). Preferred Stock We are authorized to issue 1.0 million shares of preferred stock with such designations, voting and other rights and preferences as may be determined from time to time by the Board of Directors. At December 31, 2015 and 2014 , no shares of preferred stock were outstanding. |
Share-based Compensation
Share-based Compensation | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-based Compensation | Share-based Compensation We may grant stock options, stock appreciation rights, restricted common stock and restricted stock units, performance shares and units, other stock-based awards and cash-based awards to our employees, directors, consultants and advisors pursuant to the Nuverra Environmental Solutions 2009 Equity Incentive Plan (as amended, the “2009 Plan”). As of December 31, 2015, grants of stock-based awards representing approximately 1.5 million shares of common stock were outstanding under the 2009 Plan, and approximately 1.4 million of additional stock-based awards may be issued under the 2009 Plan. Share-based Compensation Expense The total share-based compensation expense, net of forfeitures, included in "General and administrative expenses" and the total income tax benefit recognized in the consolidated statements of operations was as follows: Year Ended December 31, 2015 2014 2013 Stock options $ 536 $ 835 $ 1,709 Restricted stock 428 766 1,431 Restricted stock units 1,357 1,370 568 Total share-based compensation expense $ 2,321 $ 2,971 $ 3,708 Income tax (expense) benefit $ — $ — $ (15 ) At December 31, 2015 , the total unrecognized share-based compensation expense, net of estimated forfeitures, was $2.6 million and is expected to be recognized over a weighted average period of 1.5 years . We measure the cost of employee services received in exchange for awards of stock options based on the fair value of those awards at the date of grant. The fair value of stock options on the date of grant is amortized to compensation expense on a straight-line basis over the requisite service period. The exercise price for stock options is equal to the market price of our common stock on the date of grant. The maximum contractual term of stock options is 10 years. We estimate the fair value of stock options using a Black-Scholes option-pricing model. The assumptions used to estimate the fair value of stock awards granted in the years ended December 31, 2015 , 2014 and 2013 are as follows: Year Ended December 31, 2015 2014 2013 Volatility 55.3 % 48.7 % 44.4 % Expected term (years) 8.0 8.0 8.0 Risk free interest rate 1.8 % 2.4 % 2.0 % Expected dividend yield — % — % — % The expected term of stock options represents the period of time that the stock options granted are expected to be outstanding taking into consideration the contractual term of the options and termination history and option exercise behaviors of our employees. The expected volatility is based on the historical price volatility of our common stock. The risk-free interest rate represents the U.S. Treasury bill rate for the expected term of the related stock options. The dividend yield represents our anticipated cash dividend over the expected term of the stock options. We measure the cost of employee services received in exchange for awards of restricted stock or restricted stock units based on the market value of our common shares at the date of grant. The fair value of the restricted stock or restricted stock units is amortized on a straight-line basis over the requisite service period. Certain restricted stock units are subject to a performance condition established at the date of grant. Actual results against the performance condition are measured at the end of the performance period, which typically coincides with the vesting period. For these awards with performance conditions, the fair value of the restricted stock units is amortized on a straight-line basis over the requisite service period based upon the fair market value on the date of grant, adjusted for the anticipated or actual achievement against the established performance condition. Stock Options Awards of stock options generally vest in equal increments over a three -year service period from the date of grant. A summary of stock option activity during 2015 , 2014 and 2013 is presented below: Options Shares Outstanding Shares Exercisable Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value December 31, 2012 399 $ 41.80 Granted 74 $ 32.10 Exercised — $ — Forfeited, canceled, or expired (157 ) $ 42.10 December 31, 2013 316 $ 39.40 6.5 $ — Exercisable at December 31, 2013 184 $ 42.30 2.6 $ — Granted 16 $ 16.14 Exercised — $ — Forfeited, canceled, or expired (100 ) $ 33.46 December 31, 2014 232 $ 40.30 7.2 $ — Exercisable at December 31, 2014 102 $ 45.82 5.9 $ — Granted 736 $ 5.29 Exercised — $ — Forfeited, canceled, or expired (145 ) $ 28.06 December 31, 2015 823 $ 11.16 8.6 $ — Exercisable at December 31, 2015 92 $ 40.63 5.3 $ — Restricted Stock Awards Shares of restricted stock awards generally vest over a two or three year service period from the date of grant. A summary of non-vested restricted stock award activity during 2015 , 2014 and 2013 is presented below: Non-Vested Restricted Stock Shares Weighted-Average Grant-Date Fair Value Non-vested at December 31, 2012 87 $ 51.30 Granted 41 $ 15.82 Vested (25 ) $ 52.87 Forfeited (10 ) $ 47.43 Non-vested at December 31, 2013 93 $ 35.64 Granted 65 $ 7.92 Vested (87 ) $ 33.96 Forfeited (5 ) $ 39.90 Non-vested at December 31, 2014 66 $ 9.78 Granted 420 $ 1.25 Vested (39 ) $ 10.23 Forfeited — $ — Non-vested at December 31, 2015 447 $ 1.73 The total fair value of shares vested during the years ended December 31, 2015 , 2014 and 2013 , was approximately $0.4 million , $0.5 million and $0.4 million , respectively. Restricted Stock Units Shares of restricted stock units generally vest over a two or three year service period from the date of grant. Certain restricted stock units are subject to a performance condition established at the date of grant. Actual results against the performance condition are measured at the end of the performance period, which typically coincides with the vesting period. A summary of non-vested restricted stock unit activity during 2015 , 2014 and 2013 is presented below: Non-Vested Restricted Stock Units Shares Weighted-Average Grant-Date Fair Value Non-vested at December 31, 2012 — $ — Granted 62 $ 34.40 Vested — $ — Forfeited (6 ) $ 36.30 Non-vested at December 31, 2013 56 $ 35.64 Granted 296 $ 14.90 Vested (26 ) $ 16.05 Forfeited (78 ) $ 18.19 Non-vested at December 31, 2014 248 $ 18.42 Granted 164 $ 3.54 Vested (123 ) $ 20.00 Forfeited (29 ) $ 10.94 Non-vested at December 31, 2015 260 $ 8.04 The total fair value of units vested during the years ended December 31, 2015 and 2014 , was approximately $2.5 million and $0.4 million , respectively. Restricted stock units were not granted prior to 2013, with the first units vesting in 2014. Employee Stock Purchase Plan Effective September 1, 2013, we established a noncompensatory employee stock purchase plan (“ESPP”) which permits all regular full-time employees and employees who work part time over 20 hours per week to purchase shares of our common stock at a five percent discount. Annual employee contributions are limited to twenty-five thousand dollars, are voluntary and made through a bi-weekly payroll deduction. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The following table shows the components of the income tax benefit for the periods indicated: Year Ended December 31, 2015 2014 2013 Current income tax (benefit) expense: Federal $ (137 ) $ — $ (3,443 ) State 21 178 (1,053 ) Total Current (116 ) 178 (4,496 ) Deferred income tax benefit: Federal 115 (8,589 ) (64,292 ) State (116 ) (4,052 ) (4,307 ) Total Deferred (1 ) (12,641 ) (68,599 ) Total income tax benefit attributable to continuing operations $ (117 ) $ (12,463 ) $ (73,095 ) A reconciliation of the income tax benefit and the amount computed by applying the statutory federal income tax rate of 35% to loss from continuing operations before income taxes is as follows: Year Ended December 31, 2015 2014 2013 U.S. federal income tax benefit at statutory rate 35.0 % 35.0 % 35.0 % State and local income taxes, net of federal benefit 0.9 % 1.3 % 4.1 % Compensation (0.6 )% (0.2 )% (0.3 )% Change in fair value of contingent consideration — % 0.1 % 0.1 % Impairment of Goodwill (18.8 )% (19.0 )% — % Change in valuation allowance (16.4 )% (14.1 )% (2.1 )% Other (0.1 )% (0.4 )% (1.5 )% Benefit for income taxes 0.0 % 2.7 % 35.3 % On May 3, 2013, North Dakota enacted SB 2156, which lowered the top corporate income tax rate from 5.15% to 4.53% , effective for tax years beginning after December 31, 2012. This rate reduction resulted in a reduction to our overall deferred tax liability of $1.1 million , and was recorded as an income tax benefit in the quarter ended June 30, 2013. As noted previously, the company early adopted on a prospective basis for the fiscal year ended December 31, 2015 ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes , which requires that deferred tax assets and liabilities, along with any related valuation allowance, be classified as non-current in a statement of financial position. Significant components of our deferred tax assets and liabilities as of December 31, 2015 and 2014 are as follows: December 31, 2015 2014 Deferred tax assets: Reserves $ 1,461 $ 3,089 Net operating losses 154,007 127,603 Equity based compensation 602 1,234 Intangible asset and goodwill 18,815 19,888 Capital loss carry forward 68,157 — Other 7,902 8,642 Total 250,944 160,456 Less: Valuation allowance (171,720 ) (70,331 ) Total deferred tax assets 79,224 90,125 Deferred tax liabilities: Fixed assets (77,470 ) (86,947 ) Deferred financing costs (1,433 ) (2,793 ) Other (591 ) (654 ) Total deferred tax liabilities (79,494 ) (90,394 ) Net deferred tax liability $ (270 ) $ (269 ) December 31, 2015 2014 Current deferred tax assets, net: Deferred tax assets $ — $ 6,815 Deferred tax liabilities — (653 ) Valuation allowance — (2,983 ) Total current deferred tax assets, net — 3,179 Long-term deferred tax liabilities, net: Deferred tax assets 250,944 153,641 Deferred tax liabilities (79,494 ) (89,741 ) Valuation allowance (171,720 ) (67,348 ) Total long-term deferred tax liabilities, net (270 ) (3,448 ) Net deferred tax liability $ (270 ) $ (269 ) As of December 31, 2015 , we had net operating loss (“NOL”) carryforwards for federal income tax purposes of approximately $406.3 million , which expire in 2029 through 2035, state NOL carryforwards of approximately $275.2 million , which expire in 2017 through 2035, and capital loss carryforwards of approximately $184.8 million , which expire in 2020. As required by GAAP, we assess the recoverability of our deferred tax assets on a regular basis and record a valuation allowance for any such assets where recoverability is determined to be not more likely than not. As a result of our continued losses, we determined that our deferred tax liabilities (excluding deferred tax liabilities included in discontinued operations) were not sufficient to fully realize our deferred tax assets prior to the expiration of our NOLs, and accordingly, a valuation allowance continues to be required to be recorded against our deferred tax assets. As such, we have recorded a valuation allowance of approximately $171.7 million as of December 31, 2015 . The increase in the valuation allowance during 2015 relates primarily to the capital loss from the sale of TFI that we do not believe is more likely than not to be realized. A reconciliation of our valuation allowance on deferred tax assets for the years ended December 31, 2015 and 2014 is as follows: Year Ended December 31, 2015 2014 Balance at beginning of period $ 70,331 $ 6,076 Additions to valuation allowance 101,389 64,255 Valuation allowance release, net — — Balance at end of period $ 171,720 $ 70,331 Pursuant to United States Internal Revenue Code Section 382, if we underwent an ownership change, the NOL carryforward limitations would impose an annual limit on the amount of the taxable income that may be offset by our NOLs generated prior to the ownership change. We have determined that an ownership change occurred on November 30, 2012 as a result of the stock consideration transferred in the Power Fuels Merger. We do not expect any limitation under Section 382 to result in federal NOLs expiring unused. If a subsequent ownership change were to occur, we may be unable to use a significant portion of our NOLs to offset future taxable income. As of December 31, 2015 we did no t have any unrecognized tax benefits as the previous unrecognized tax benefits lapsed due to the statue of limitations. As of December 31, 2014 , we had unrecognized tax benefits attributable to a state tax position in discontinued operations totaling approximately $0.2 million which would have favorably impacted our effective tax rate if they would have been subsequently recognized. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Year Ended December 31, 2015 2014 Unrecognized tax benefits balance at beginning of year $ 215 $ 283 Additions for tax positions taken in prior periods — — Reductions for lapses of statute of limitations (215 ) (68 ) Unrecognized tax benefits balance at end of year $ — $ 215 We recognize potential accrued interest and penalties related to unrecognized tax benefits as a component of income tax expense. We did no t have any accrued interest and penalties as of December 31, 2015 . Accrued interest and penalties as of December 31, 2014 was approximately $0.1 million . To the extent interest and penalties are not assessed with respect to uncertain tax positions, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision. We are subject to the following significant taxing jurisdictions: U.S. federal, Pennsylvania, Louisiana, North Dakota, Texas, West Virginia, Arizona, and Oregon. We have had NOLs in various years for federal purposes and for many states. The statute of limitations for a particular tax year for examination by the Internal Revenue Service is generally three years subsequent to the filing of the associated tax return. However, the Internal Revenue Service can adjust NOL carryovers up to three years subsequent to the last year in which the loss carryover is finally used. Accordingly, there are multiple years open to examination. The statute of limitations is generally three to four years for many of the states where we operate. During 2013, the Internal Revenue Service completed its examination of our federal income tax returns for the years ended December 31, 2008 through 2010 with no changes. The Company is currently not under income tax examination in any other tax jurisdictions. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Environmental Liabilities We are subject to the environmental protection and health and safety laws and related rules and regulations of the United States and of the individual states, municipalities and other local jurisdictions where we operate. Our continuing operations are subject to rules and regulations promulgated by the Texas Railroad Commission, the Texas Commission on Environmental Quality, the Louisiana Department of Natural Resources, the Louisiana Department of Environmental Quality, the Ohio Department of Natural Resources, the Pennsylvania Department of Environmental Protection, the North Dakota Department of Health, the North Dakota Industrial Commission, Oil and Gas Division, the North Dakota State Water Commission, the Montana Department of Environmental Quality and the Montana Board of Oil and Gas, among others. These laws, rules and regulations address environmental, health and safety and related concerns, including water quality and employee safety. We have installed safety, monitoring and environmental protection equipment such as pressure sensors and relief valves, and have established reporting and responsibility protocols for environmental protection and reporting to such relevant local environmental protection departments as required by law. We believe we are in material compliance with all applicable environmental protection laws and regulations in the United States and the states in which we operate. We believe that there are no unrecorded liabilities in connection with our compliance with environmental laws and regulations. The consolidated balance sheets at December 31, 2015 and December 31, 2014 included accruals totaling $0.3 million and $0.7 million , respectively, for various environmental matters, including the estimated costs to comply with a Louisiana Department of Environmental Quality requirement that we perform testing and monitoring at certain locations to confirm that prior pipeline spills were remediated in accordance with applicable requirements. Leases Included in property and equipment in the accompanying consolidated balance sheets are the following assets held under capital leases at December 31, 2015 : Leased equipment $ 17,140 Less accumulated depreciation (9,133 ) Leased equipment, net $ 8,007 Capital lease obligations consist primarily of vehicle leases with periods expiring at various dates through 2020 at variable interest rates and fixed interest rates, which were approximately 5.61% at December 31, 2015 . Capital lease obligations amounted to $12.3 million and $14.6 million , at December 31, 2015 and 2014 , respectively. We also rent transportation equipment, real estate and certain office equipment under operating leases. Certain real estate leases require us to pay maintenance, insurance, taxes and certain other expenses in addition to the stated rentals. Lease expense under operating leases and rental contracts amounted to $ 6.1 million , $ 7.7 million and $ 7.5 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. At December 31, 2015 , future minimum lease payments, by year and in the aggregate, under all noncancelable leases were as follows at: Operating Leases Capital Leases 2016 $ 4,044 $ 5,134 2017 3,146 5,036 2018 2,213 1,791 2019 666 679 2020 606 622 Thereafter 1,675 — Total minimum lease payments $ 12,350 13,262 Less amount representing executor costs (149 ) Net minimum lease payments 13,113 Less amount representing interest (5.61% at December 31, 2015) (810 ) Present value of net minimum lease payments $ 12,303 Asset Retirement Obligations At December 31, 2015 and 2014 , we had approximately $ 3.0 million and $2.9 million , respectively, of asset retirement obligations related to our disposal wells and landfill which are recorded in “Other long-term liabilities” in the accompanying consolidated balance sheet. Surety Bonds and Letters of Credits At December 31, 2015 and 2014 , we had surety bonds outstanding of approximately $9.9 million and $7.0 million , respectively, primarily to support financial assurance obligations related to our landfill and disposal wells. Additionally, at December 31, 2015 and 2014 , we had outstanding irrevocable letters of credit totaling $5.2 million and $4.8 million , respectively, to support various agreements, leases and insurance policies. |
Legal Matters
Legal Matters | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Matters | Legal Matters There are various lawsuits, claims, investigations and proceedings that have been brought or asserted against us, which arise in the ordinary course of business, including actions with respect to securities and shareholder class actions, personal injury, vehicular and industrial accidents, commercial contracts, legal and regulatory compliance, securities disclosure, labor and employment, and employee benefits and environmental matters, the more significant of which are summarized below. We record a provision for these matters when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Any provisions are reviewed at least quarterly and are adjusted to reflect the impact and status of settlements, rulings, advice of counsel and other information and events pertinent to a particular matter. We believe that we have valid defenses with respect to legal matters pending against us. Based on our experience, we also believe that the damage amounts claimed in the lawsuits disclosed below are not necessarily a meaningful indicator of our potential liability. Litigation is inherently unpredictable, and it is possible that our results of operations or cash flow could be materially affected in any particular period by the resolution of one or more of the legal matters pending against us. We do not expect that the outcome of other claims and legal actions not discussed below will have a material adverse effect on our consolidated financial position, results of operations or cash flows. Texas Cases On June 4, 2012, a lawsuit was commenced in the District Court of Dimmit County, Texas, alleging wrongful death in a case involving a vehicle accident. The accident occurred in May 2012 and involved a truck owned by our subsidiary Heckmann Water Resources (CVR), Inc. (“CVR”) and one other vehicle. The case is captioned Jose Luis Aguilar, Individually; Eudelia Aguilar, Individually; Vanessa Arce, Individually; Eudelia Aguilar and Vanessa Arce, as Personal Representatives of the Estate of Carlos Aguilar; Clarissa Aguilar, as Next Friend of Carlos Aguilar, Jr., Alyssa Nicole Aguilar, Andrew Aguilar, Marcus Aguilar, and Kaylee Aguilar; and Elsa Quinones as Next Friend of Karime and Carla Aguilar, Plaintiffs vs. Heckmann Water Resources (CVR), Inc. and Ruben Osorio Gonzalez, Defendants. On December 5, 2013, a jury verdict was rendered against CVR in the amount of $281.6 million , which amount was subsequently reduced to $163.8 million by the Dimmit County court when the judgment was entered on January 7, 2014 and then subsequently further reduced to $105.2 million when the judgment was amended by the Dimmit County court on April 1, 2014. On January 29, 2014, a separate lawsuit was commenced in the District Court of Dimmit County, Texas captioned Clarissa Aguilar, as Next Friend of Carlos Aguilar, Jr., Alyssa Nicole Aguilar, Andrew Aguilar, Marcus Aguilar, and Kaylee Aguilar v. Zurich American Insurance Company, Heckmann Water Resources (CVR), Inc., Heckmann Water Resources Corp., and Nuverra Environmental Solutions, Inc. f/k/a Heckmann Corp., Cause No. 14-01-12176-DCV, seeking a declaratory judgment that Nuverra Environmental Solutions, Inc. and Heckmann Water Resources Corp. are the alter egos of CVR, and therefore these entities are jointly and severally liable for the judgment against CVR in the wrongful death action. In June 2014, we entered into agreements to fully settle all claims relating to the foregoing lawsuits. The settlements were approved by the Dimmit County court on July 15, 2014. In connection with the settlement of these matters, we agreed to fund $5.5 million of the total settlement payments to fully resolve the matter, which was subsequently paid in July 2014, with the remainder of the total settlement payment funded by our insurer. The amount of the total settlement payment is confidential pursuant to the settlement agreements. These settlement agreements include all plaintiffs and our insurer and releases us from all past and future claims or liabilities related to these matters. As a result of the settlement of these cases, we recorded expenses totaling $7.8 million during the year ended December 31, 2014 consisting of $5.5 million for the settlement payments and $2.3 million of additional related legal expenses. Shareholder Litigation 2010 Class Action On May 21, 2010, Richard P. Gielata, an individual purporting to act on behalf of stockholders, served a class action lawsuit filed May 6, 2010 against the Company and various directors and officers of the Company in the United States District Court for the District of Delaware captioned In re Heckmann Corporation Securities Class Action (Case No. 1:10-cv-00378-JJF-MPT). On March 4, 2014, the Company reached an agreement in principle to settle this matter by entering into a Stipulation of Settlement with the plaintiffs, which resolved all claims asserted against the Company and the individual defendants in this case. Under the terms of the Stipulation of Settlement, which was subject to approval by the court, the Company agreed to a cash payment of $13.5 million , a portion of which came from remaining insurance proceeds, as well as the issuance of 0.8 million shares of its common stock. The Company agreed to provide a floor value of $13.5 million on the equity portion of the settlement; however, at the time of final court approval of the Stipulation of Settlement (described below) the equity value of the settlement consideration exceeded this amount and, as a result, the number of shares to be issued as settlement consideration was fixed at 0.8 million . Cash payments of $6.1 million from the Company, and the remaining $7.4 million from insurance proceeds, were deposited into escrow in April 2014. The Stipulation of Settlement was approved by the court on June 26, 2014 and became effective on August 27, 2014. Pursuant to the court’s approval order, one-third of the 0.8 million settlement shares and one-third of the cash settlement consideration were awarded to co-lead plaintiffs’ counsel as attorneys’ fees (in addition to reimbursement of certain court-approved expenses from the cash portion of the settlement escrow). The remaining two-thirds of the 0.8 million settlement shares were deposited into escrow on August 22, 2014. 2013 Class Action In September 2013, two separate but substantially-similar putative class action lawsuits were commenced in Federal court against us and certain of our current and former officers and directors alleging that we, along with the individual defendants, made certain material misstatements and/or omissions relating to our operations and financial condition which caused the price of our shares to fall. By order dated October 29, 2013, the two putative class actions were consolidated and a consolidated complaint was filed. Defendants filed a motion to dismiss these claims in May 2014, and such motion was granted by the Court on November 17, 2014, whereby the forgoing class action was dismissed without prejudice. Plaintiffs were permitted by the Court to file a motion to amend the complaint and did so on December 8, 2014. Defendants filed their opposition to plaintiffs' motion to amend the complaint on December 22, 2014. On March 12, 2015, the Court issued an order denying plaintiffs' motion to amend the complaint as to certain claims, but granting plaintiffs' motion as to other claims. Plantiffs filed an amended complaint on March 19, 2015, and on March 23, 2015 we filed a motion to dismiss the amended complaint for failure to comply with the court’s March 12, 2015 order. Both parties filed subsequent pleadings. On June 24, 2015, the Court granted our motion to dismiss plaintiffs' amended consolidated class action complaint and dismissed the case with prejudice. On July 24, 2015, plaintiffs filed a notice of appeal to the Ninth Circuit Court of Appeals. The appeal was voluntarily dismissed by plaintiffs on November 5, 2015, thereby concluding this litigation. 2013 Derivative Cases In September and October 2013, three separate but substantially-similar shareholder derivative lawsuits were commenced in Federal court against us and certain of our current and former officers and directors alleging that members of our board of directors failed to prevent the issuance of certain misstatements and omissions and asserting claims for breach of fiduciary duty, waste of corporate assets and unjust enrichment. Defendants filed a motion to dismiss these claims in February 2014. On September 15, 2014, the Court dismissed the consolidated cases following its dismissal of the consolidated complaint and plaintiffs' failure to amend. Also in October 2013, two identical shareholder derivative lawsuits were commenced in Arizona state court against us and certain of our current officers and directors alleging breach of fiduciary duty, waste of corporate assets and unjust enrichment. By order dated January 28, 2014, these two actions were consolidated, and defendants filed a motion to dismiss these claims in June 2014. On July 22, 2014, the parties filed a joint stipulation to dismiss these cases with prejudice, which was granted by the Court on August 1, 2014, and no settlement payment was made. In the first quarter of 2015, we received a written demand from one of the plaintiffs in the derivative lawsuits requesting that the board of directors commence an independent investigation of certain matters and take appropriate action to recover for us any damages to which we may be entitled as a result of alleged breaches of fiduciary duties by certain of our current and former officers and directors. The board appointed a special committee to conduct such an investigation, which it did with the assistance of independent professionals. The investigation concluded with a finding that there had been no actionable wrongdoing and a recommendation that the Company not act further with respect to the shareholder demand. AWS Arbitration Demand On April 28, 2015, the holder of the non-controlling interest in AWS issued to us a Demand for Arbitration pursuant to the terms of the AWS operating agreement, relating to alleged breaches by us of certain of our obligations under the operating agreement. We entered into a settlement of this matter with the non-controlling interest holder in June 2015 whereby we purchased the remaining interest in AWS for $4.0 million in cash and a $7.4 million note payable with principal and interest due in equal quarterly installments through April 2019. If we fail to meet the payment terms of this obligation, or if we become insolvent or declare bankruptcy, all remaining outstanding balances on the note payable would become immediately due and payable. If such an acceleration were to occur, we would request a waiver from the non-controlling interest holder, but there can be no assurance that such waiver would be forthcoming or that we would have sufficient available liquidity to make any required repayment. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2015 | |
Postemployment Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Effective September 1, 2013, we established a defined contribution 401(k) plan (the "Plan") that is subject to the provisions of the Employee Retirement Income Security Act of 1974. The Plan covers substantially all employees who have met certain eligibility requirements except those employees working less than 25 hours per week. Employees may participate in the Plan on the first day of the first month following 60 days of employment. Historically, we have provided a quarterly match in shares our common stock equal to 100% of each participant’s annual contribution up to 3% of each participant’s annual compensation and 50% of each participant’s annual contribution up to an additional 2% of each participant’s annual compensation. Matching contributions to the Plan were $4.4 million and $1.9 million for the years ended December 31, 2014 , and 2013 , respectively. In March 2015, we suspended our matching contribution to the Plan. As a result, matching contributions to the Plan were $0.7 million for the year ended December 31, 2015 . We may re-establish our matching contribution at any time at our discretion. |
Related Party and Affiliated Co
Related Party and Affiliated Company Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party and Affiliated Company Transactions | Related Party and Affiliated Company Transactions Richard J. Heckmann, the former Executive Chairman of our board of directors, and Mark D. Johnsrud, our Chief Executive Officer and Chairman of our board of directors, were members of an entity that owned an aircraft used periodically for business-related travel. During the three months ended September 30, 2014, the aircraft was sold to another entity in which both Mr. Johnsrud and Mr. Heckmann were members. Reimbursements paid to the entity prior to the sale, in exchange for use of the aircraft, were $0.2 million and $0.4 million for the years ended December 31, 2014 and 2013 , respectively. During the three months ended September 30, 2014, the foregoing aircraft lease was terminated and replaced with a new aircraft lease with an entity owned and controlled by Mr. Johnsrud under substantially the same economic and other terms. Reimbursements payable to such entity in exchange for use of the aircraft were $ 0.1 million and $0.1 million for the years ended December 31, 2015 and 2014 . During the year ended December 31, 2015 an entity controlled by Mr. Johnsrud purchased on the open market $31.4 million in principal amount of the 2018 Notes. Mr. Johnsrud is the sole member of an entity that owns apartment buildings in North Dakota which are rented to certain of our employees at rates that are equal to or below market rates. However, there is no formal arrangement between the Company and Mr. Johnsrud for this housing. Rent payments are collected from the employees through payroll deductions and remitted to the entity. In connection with the Power Fuels Merger, assets received in exchange for the merger consideration excluded accounts receivable outstanding for more than ninety days as of November 30, 2012. Subsequent collections on these accounts receivable, which are recorded by us as restricted cash with an offsetting liability, are required to be periodically remitted to Mr. Johnsrud. Amounts payable to Mr. Johnsrud at December 31, 2014 for accounts receivable collections totaled approximately $0.1 million . As of December 31, 2015 , there were no further remaining receivables due to Mr. Johnsrud. We periodically purchase fresh water for resale to customers from a sole proprietorship owned by Mr. Johnsrud. Our purchases during the years ended December 31, 2015 , 2014 and 2013 amounted to $ 1.3 million , $0.9 million and $ 0.7 million , respectively. No amounts were due to the sole proprietorship at December 31, 2015 and 2014 , respectively. Mr. Johnsrud is the sole member of an entity that owns land in North Dakota on which five of our saltwater disposal wells are situated. We have agreed to pay the entity a per-barrel royalty fee in exchange for the use of the land, which is consistent with rates charged by non-affiliated third parties under similar arrangements. We paid royalties of approximately $ 0.2 million , $0.1 million and $0.1 million during years ended December 31, 2015 , 2014 and 2013 , respectively. Royalties payable to the entity were less than $ 0.1 million at December 31, 2015 and 2014 , respectively. During 2009, we acquired an approximate 7% investment in Underground Solutions, Inc. (“UGSI”) a supplier of water infrastructure pipeline products, whose chief executive officer, Andrew D. Seidel, was a member of our board of directors. Our total investment in UGSI was $7.2 million . During the quarter ended September 30, 2013, we performed an evaluation of various alternatives for this non-strategic investment, including its potential liquidation. As a result, we recorded a $3.8 million charge for the write-down of this investment to its estimated net realizable value. Our interest in UGSI is accounted for as a cost method investment in the consolidated balance sheet as of December 31, 2015 and December 31, 2014 , and is included in the Corporate/Other group for purposes of reportable segments ( Note 20 ). The $3.8 million write-down was classified as a component of "Other income (expense), net" in the consolidated statement of operations for the year ended December 31, 2013. During the three months ended December 31, 2015 and 2014 , we performed an evaluation of the UGSI investment and determined the fair value exceeded its carrying value, and therefore no additional write-down was deemed necessary. On January 4, 2016, Aegion Corporation announced that it had executed a definitive agreement to acquire UGSI for $85 million in cash and expects to close the transaction during the first quarter of 2016. Aegion will separately pay for the discounted value of the tax benefits associated with UGSI's net operating loss carry forwards at closing, which is estimated to be approximately $5 million . We believe that our proceeds from the sale of UGSI will exceed our cost basis which was approximately $3.2 million as of December 31, 2015 . |
Segments
Segments | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Segments | Segments We evaluate business segment performance based on income (loss) before income taxes exclusive of corporate general and administrative costs and interest expense, which are not allocated to the segments. During the three months ended September 30, 2014, we completed the organizational realignment of our shale solutions business into three operating divisions, which we consider to be operating and reportable segments of our continuing operations: (1) the Northeast division comprising the Marcellus and Utica Shale areas, (2) the Southern division comprising the Haynesville, Eagle Ford, MidCon and Permian Basin Shale areas and (3) the Rocky Mountain division comprising the Bakken Shale area. Corporate/Other includes certain corporate costs and losses from discontinued operations, as well as assets held for sale and certain other corporate assets. As discussed in Note 9 , in March of 2015, we initiated a plan to restructure our business in certain shale basins and reduce costs, including an exit from the MidCon shale area. As a result, revenues for the MidCon shale area were included in the Southern division for the three months ended March 31, 2015, with minimal or no revenue activity in the three months ended June 30, 2015, September 30, 2015 and December 31, 2015. Costs associated with revenue generating activities of the MidCon shale area were included in the Southern division for the three months ended March 31, 2015. As a result of our restructuring in the MidCon, some remaining operating expenses for shut-down activities, as well as depreciation and amortization, were included in the Southern division during the three months ended June 30, 2015, September 30, 2015 and December 31, 2015. Financial information for our reportable segments related to continuing operations is presented below, including our historical summary financial information for the years ended December 31, 2015 , 2014 and 2013 , which have been recast to conform to the new segment presentation. Northeast Southern Rocky Mountain Corporate/ Other Total Year Ended December 31, 2015 Revenue $ 92,135 $ 68,543 $ 196,021 $ — $ 356,699 Direct operating expenses 74,364 58,303 147,214 — 279,881 General and administrative expenses 4,606 4,891 6,824 23,006 39,327 Depreciation and amortization 16,667 18,188 35,043 613 70,511 Operating loss (3,624 ) (19,422 ) (97,781 ) (24,012 ) (144,839 ) Loss from continuing operations before income taxes (4,228 ) (19,526 ) (97,632 ) (73,898 ) (195,284 ) Total assets (a) 76,472 128,482 263,871 62,502 531,327 Year Ended December 31, 2014 Revenue 95,577 105,935 334,770 — 536,282 Direct operating expenses 78,621 86,987 226,850 — 392,458 General and administrative expenses 9,929 14,233 10,791 24,234 59,187 Depreciation and amortization 15,643 18,321 51,247 669 85,880 Operating loss (42,447 ) (80,491 ) (269,813 ) (24,903 ) (417,654 ) Loss from continuing operations before income taxes (40,608 ) (82,440 ) (269,954 ) (76,639 ) (469,641 ) Total assets excluding those applicable to discontinued operations (a) 102,593 168,191 442,784 42,600 756,168 Total assets held for sale (b) — — — 115,404 115,404 Year Ended December 31, 2013 Revenue 95,085 126,549 304,182 — 525,816 Direct operating expenses 75,195 109,802 203,356 — 388,353 General and administrative expenses 5,665 10,368 9,918 49,136 75,087 Depreciation and amortization 13,376 26,388 59,035 437 99,236 Operating income (loss) 697 (131,792 ) 31,873 (50,437 ) (149,659 ) Income (loss) from continuing operations before income taxes 1,158 (132,930 ) 31,684 (107,047 ) (207,135 ) (a) Total assets exclude intercompany receivables eliminated in consolidation. (b) Represents the carrying value of the assets of discontinued operations ( Note 21 ). |
Assets Held for Sale and Discon
Assets Held for Sale and Discontinued Operations | 12 Months Ended |
Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale and Discontinued Operations | Assets Held for Sale and Discontinued Operations Following an assessment of various alternatives regarding our industrial solutions business in the third quarter of 2013 and a decision to focus exclusively on its shale solutions business, our board of directors approved and committed to a plan to divest Thermo Fluids Inc. ("TFI"), which comprises our industrial solutions operating and reportable segment, in the fourth quarter of 2013. On February 4, 2015, we entered into a definitive agreement with Safety-Kleen, Inc. ("Safety-Kleen"), a subsidiary of Clean Harbors, Inc. , whereby Safety-Kleen agreed to acquire TFI for $85.0 million in an all-cash transaction, subject to working capital adjustments. On April 11, 2015, we completed the TFI disposition with Safety-Kleen as contemplated by the previously disclosed purchase agreement. Pursuant to the purchase agreement, $4.3 million of the purchase price was deposited into an escrow account to satisfy our indemnification obligations under the purchase agreement and is captured as "Restricted cash" in our condensed consolidating balance sheet. Any remaining balance in the escrow account will be released to us 18 months following the closing date, unless both parties mutually agree to release the remaining balance prior to such date. Pursuant to the purchase agreement, the purchase price paid at closing was adjusted based upon an estimated working capital adjustment, which is subject to a post-closing reconciliation, to reflect TFI’s actual working capital (calculated in accordance with the purchase agreement) on the closing date. After giving effect to the indemnity escrow, the estimated working capital adjustment and the payment of transaction fees and other expenses, the amount of net cash proceeds used to reduce the outstanding balance under the ABL Facility on the closing date was approximately $74.6 million . We recorded a loss on the sale of TFI of $0.3 million as a component of "Income (loss) from discontinued operations, net of income taxes" in our consolidated statements of operations for the year ended December 31, 2015. The post-closing working capital reconciliation is still in process and may result in an increase or decrease in our final net cash proceeds and the final loss on the sale of TFI. The definitive agreement for the sale was for an amount that was below the carrying value of TFI's net assets. Based on the definitive agreement with Safety-Kleen, TFI recorded charges of approximately $74.4 million , in the year ended December 31, 2014, reducing the estimated net recoverable value of its net assets to approximately $84.5 million at December 31, 2014. The charges were primarily related to a reduction of goodwill in the amount of $48.0 million , $26.4 million in intangible assets, as well as estimated additional transaction costs related to the sale. During the year ended December 31, 2013, as part of the annual impairment test, we determined that the fair value of the industrial solutions business was less than its carrying value, resulting in a goodwill impairment charge of $98.5 million which was recorded in "Loss from discontinued operations" in the consolidated statement of operations. We classified TFI as discontinued operations in our consolidated statements of operations for the years ended December 31, 2015 , 2014 and 2013 . The assets and liabilities related to TFI were presented separately as "Assets held for sale" and "Liabilities of discontinued operations" in the consolidated balance sheet at December 31, 2014 . The following table provides selected financial information of discontinued operations related to TFI: Year Ended December 31, 2015 2014 2013 Revenue $ 19,100 $ 114,382 $ 116,263 Income (loss) from discontinued operations before income taxes $ 1,171 $ (68,258 ) $ (98,237 ) Income tax (expense) benefit (265 ) 9,832 (14 ) Income (loss) from discontinued operations $ 906 $ (58,426 ) $ (98,251 ) Loss on sale of TFI, net of taxes (1,193 ) — — Loss on discontinued operations, net of income taxes $ (287 ) $ (58,426 ) $ (98,251 ) The carrying value of the assets and liabilities of TFI that were classified as held for sale in the accompanying consolidated balance sheet at December 31, 2014 are as follows: December 31, 2014 Assets: Cash and cash equivalents $ 2,049 Accounts receivable, net 13,592 Inventories, net 2,011 Prepaid expenses and other receivables 2,545 Other current assets 269 Total current assets held for sale 20,466 Property, plant and equipment, net 28,366 Intangible assets, net 66,572 Goodwill — Total long-term assets held for sale 94,938 Total assets held for sale $ 115,404 Liabilities: Accounts payable $ 4,544 Accrued expenses 4,214 Current portion of long-term debt 44 Total current liabilities of discontinued operations 8,802 Long-term portion of debt 61 Deferred income taxes 22,044 Total liabilities of discontinued operations 30,907 Net assets held for sale $ 84,497 |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data (Unaudited) | Selected Quarterly Financial Data (Unaudited) Summarized quarterly financial information for 2015 and 2014 is as follows: Three Months Ended March 31, June 30, September 30, December 31, 2015 Revenue $ 119,112 $ 92,427 $ 76,528 $ 68,632 Loss from continuing operations (11,995 ) (20,647 ) (128,113 ) (34,412 ) Income (loss) from discontinued operations 921 (2,089 ) 350 531 Net loss attributable to common stockholders (11,074 ) (22,736 ) (127,763 ) (33,881 ) Loss per common share from continuing operations: Basic and diluted (0.44 ) (0.75 ) (4.61 ) (1.24 ) Income (loss) per common share from discontinued operations: Basic and diluted 0.03 (0.08 ) 0.01 0.02 Net loss per common share: Basic and diluted (0.41 ) (0.83 ) (4.60 ) (1.22 ) Three Months Ended March 31, June 30, September 30, December 31, 2014 Revenue $ 128,014 $ 126,862 $ 139,643 $ 141,763 Loss from continuing operations (11,914 ) (24,722 ) (99,418 ) (321,124 ) Loss (income) from discontinued operations 459 1,453 (45,568 ) (14,770 ) Net loss attributable to common stockholders (11,455 ) (23,269 ) (144,986 ) (335,894 ) Loss per common share from continuing operations: Basic and diluted (0.48 ) (0.97 ) (3.73 ) (11.84 ) Income (loss) per common share from discontinued operations: Basic and diluted 0.02 0.06 (1.71 ) (0.54 ) Net loss per common share: Basic and diluted (0.46 ) (0.91 ) (5.44 ) (12.38 ) |
Subsidiary Guarantors
Subsidiary Guarantors | 12 Months Ended |
Dec. 31, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Subsidiary Guarantors | Subsidiary Guarantors Our obligations under the 2018 Notes are jointly and severally, fully and unconditionally guaranteed by certain of our subsidiaries. Pursuant to the terms of the indenture governing the 2018 Notes (the “Indenture”), the guarantees are full and unconditional, but are subject to release under the following circumstances: • in connection with any sale, disposition or transfer of all or substantially all of the assets to a person that is not the Company or a subsidiary guarantor; • in connection with any sale, disposition or transfer of all of the capital stock of that subsidiary guarantor to a person that is not the Company or a subsidiary guarantor; • if we designate any restricted subsidiary that is a subsidiary guarantor to be an unrestricted subsidiary; or • upon legal defeasance or the discharge of our obligations under the Indenture. Although the guarantees are subject to release under the above described circumstances, we have concluded they are still deemed full and unconditional for purposes of Rule 3-10 of Regulation S-X because these circumstances are customary, and accordingly, the Company concluded that it may rely on Rule 3-10 of Regulation S-X, as the other requirements of Rule 3-10 have been met. The following tables present condensed consolidating financial information for Nuverra Environmental Solutions, Inc. (“Parent”) and its 100% wholly-owned subsidiaries (the “Guarantor Subsidiaries”) as of December 31, 2015 and December 31, 2014 and for the years ended December 31, 2015 , 2014 and 2013 . As discussed in Note 12 , in June 2015 we purchased the remaining interest in AWS, a previously 51% owned non-guarantor subsidiary, and have recast the tables to reflect AWS as part of the Guarantor Subsidiaries as of December 31, 2014 and for the years ended December 31, 2014 and 2013. During the three months ended December 31, 2015 Nuverra Rocky Mountain Pipeline, LLC (or "RMP") was released from all obligations including as guarantor. However, as RMP's individual results are not material as there are no active contracts for new pipelines, we have not separately presented RMP as a Non-Guarantor, but rather continued to include RMP in the Guarantor Subsidiaries column. These consolidating financial statements have been prepared from our financial information on the same basis of accounting as our consolidated financial statements. The principal elimination entries relate to investments in subsidiaries and intercompany balances and transactions. CONSOLIDATING BALANCE SHEET DECEMBER 31, 2015 Parent Guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ 40,660 $ (1,351 ) $ — $ 39,309 Restricted cash 4,250 — — 4,250 Accounts receivable, net — 42,188 — 42,188 Deferred income taxes — — — — Other current assets 490 6,080 — 6,570 Current assets held for sale — — — — Total current assets 45,400 46,917 — 92,317 Property, plant and equipment, net 2,609 403,579 — 406,188 Equity investments 43,542 581 (40,373 ) 3,750 Intangible assets, net — 16,867 — 16,867 Goodwill — — — — Other 415,492 72,137 (475,424 ) 12,205 Long-term assets held for sale — — — — TOTAL ASSETS $ 507,043 $ 540,081 $ (515,797 ) $ 531,327 LIABILITIES AND EQUITY Accounts payable $ 172 $ 6,735 $ — $ 6,907 Accrued expenses 13,824 16,019 — 29,843 Current portion of contingent consideration — 8,628 — 8,628 Current portion of long-term debt 501,379 7,038 — 508,417 Current liabilities of discontinued operations — — — — Total current liabilities 515,375 38,420 — 553,795 Deferred income taxes (32,488 ) 32,758 — 270 Long-term portion of debt — 11,758 — 11,758 Long-term portion of contingent consideration — — — — Other long-term liabilities 62,427 416,772 (475,424 ) 3,775 Long-term liabilities of discontinued operations — — — — Total shareholders' equity (38,271 ) 40,373 (40,373 ) (38,271 ) TOTAL LIABILITIES AND EQUITY $ 507,043 $ 540,081 $ (515,797 ) $ 531,327 CONSOLIDATING BALANCE SHEET DECEMBER 31, 2014 Parent Guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ 13,801 $ (434 ) $ — $ 13,367 Restricted cash — 114 — 114 Accounts receivable, net — 108,813 — 108,813 Deferred income taxes 173 3,006 — 3,179 Other current assets 738 7,995 — 8,733 Current assets held for sale — 20,466 — 20,466 Total current assets 14,712 139,960 — 154,672 Property, plant and equipment, net 3,263 472,719 — 475,982 Equity investments 249,426 645 (246,257 ) 3,814 Intangible assets, net — 19,757 — 19,757 Goodwill — 104,721 — 104,721 Other 453,048 11,208 (446,568 ) 17,688 Long-term assets held for sale — 94,938 — 94,938 TOTAL ASSETS $ 720,449 $ 843,948 $ (692,825 ) $ 871,572 LIABILITIES AND EQUITY Accounts payable $ 1,310 $ 17,549 $ — $ 18,859 Accrued expenses 16,404 26,991 — 43,395 Current portion of contingent consideration — 9,274 — 9,274 Current portion of long-term debt — 15,863 — 15,863 Current liabilities of discontinued operations — 8,802 — 8,802 Total current liabilities 17,714 78,479 — 96,193 Deferred income taxes (33,353 ) 36,801 — 3,448 Long-term portion of debt 582,446 10,009 — 592,455 Long-term portion of contingent consideration — 550 — 550 Other long-term liabilities 695 449,747 (446,568 ) 3,874 Long-term liabilities of discontinued operations — 22,105 — 22,105 Total shareholders' equity 152,947 246,257 (246,257 ) 152,947 TOTAL LIABILITIES AND EQUITY $ 720,449 $ 843,948 $ (692,825 ) $ 871,572 CONSOLIDATING STATEMENTS OF OPERATIONS YEAR ENDED DECEMBER 31, 2015 Parent Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 356,699 $ — $ 356,699 Costs and expenses: Direct operating expenses — 279,881 — 279,881 General and administrative expenses 23,006 16,321 — 39,327 Depreciation and amortization 613 69,898 — 70,511 Impairment of long-lived assets — — — — Impairment of goodwill — 104,721 — 104,721 Other, net 393 6,705 — 7,098 Total costs and expenses 24,012 477,526 — 501,538 Loss from operations (24,012 ) (120,827 ) — (144,839 ) Interest expense, net (47,741 ) (1,453 ) — (49,194 ) Other income, net — 958 — 958 Loss on extinguishment of debt (2,145 ) — — (2,145 ) (Loss) income from equity investments (130,855 ) (64 ) 130,855 (64 ) (Loss) income from continuing operations before income taxes (204,753 ) (121,386 ) 130,855 (195,284 ) Income tax benefit (expense) (a) 9,586 (9,469 ) — 117 (Loss) income from continuing operations (195,167 ) (130,855 ) 130,855 (195,167 ) Loss from discontinued operations, net of income taxes (287 ) — — (287 ) Net (loss) income attributable to common stockholders $ (195,454 ) $ (130,855 ) $ 130,855 $ (195,454 ) (a) The Parent's tax benefit offsets the tax expense reflected in the Guarantor Subsidiaries. CONSOLIDATING STATEMENTS OF OPERATIONS YEAR ENDED DECEMBER 31, 2014 Parent Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 536,282 $ — $ 536,282 Costs and expenses: Direct operating expenses — 392,458 — 392,458 General and administrative expenses 24,234 34,953 — 59,187 Depreciation and amortization 669 85,211 — 85,880 Impairment of long-lived assets — 112,436 — 112,436 Impairment of goodwill — 303,975 — 303,975 Other, net — — — — Total costs and expenses 24,903 929,033 — 953,936 Loss from operations (24,903 ) (392,751 ) — (417,654 ) Interest expense, net (48,559 ) (2,358 ) — (50,917 ) Other expense, net — 2,113 — 2,113 Loss on extinguishment of debt (3,177 ) — — (3,177 ) (Loss) income from equity investments (439,418 ) (6 ) 439,418 (6 ) (Loss) income from continuing operations before income taxes (516,057 ) (393,002 ) 439,418 (469,641 ) Income tax benefit 453 12,010 — 12,463 (Loss) income from continuing operations (515,604 ) (380,992 ) 439,418 (457,178 ) Loss from discontinued operations, net of income taxes — (58,426 ) — (58,426 ) Net (loss) income attributable to common stockholders $ (515,604 ) $ (439,418 ) $ 439,418 $ (515,604 ) CONSOLIDATING STATEMENTS OF OPERATIONS YEAR ENDED DECEMBER 31, 2013 Parent Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 525,816 $ — $ 525,816 Costs and expenses: Direct operating expenses — 388,353 — 388,353 General and administrative expenses 49,136 25,951 — 75,087 Depreciation and amortization 437 98,799 — 99,236 Impairment of long-lived assets — 111,900 — 111,900 Impairment of goodwill — — — — Other, net 864 35 — 899 Total costs and expenses 50,437 625,038 — 675,475 Loss from operations (50,437 ) (99,222 ) — (149,659 ) Interest expense, net (51,318 ) (2,385 ) — (53,703 ) Other expense, net (5,292 ) 1,465 — (3,827 ) Loss on extinguishment of debt — — — — (Loss) income from equity investments (161,203 ) 54 161,203 54 (Loss) income from continuing operations before income taxes (268,250 ) (100,088 ) 161,203 (207,135 ) Income tax benefit 35,959 37,136 — 73,095 (Loss) income from continuing operations (232,291 ) (62,952 ) 161,203 (134,040 ) Loss from discontinued operations, net of income taxes — (98,251 ) — (98,251 ) Net (loss) income attributable to common stockholders $ (232,291 ) $ (161,203 ) $ 161,203 $ (232,291 ) CONSOLIDATING STATEMENT OF CASH FLOWS YEAR ENDED DECEMBER 31, 2015 Parent Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash provided by operating activities from continuing operations $ 33,977 $ 15,850 $ — $ 49,827 Net cash used in operating activities from discontinued operations — (708 ) — (708 ) Net cash provided by operating activities 33,977 15,142 — 49,119 Cash flows from investing activities: Proceeds from the sale of TFI 78,897 — — 78,897 Proceeds from the sale of property and equipment 255 12,477 — 12,732 Purchase of property, plant and equipment — (19,201 ) — (19,201 ) Increase in restricted cash (4,250 ) — — (4,250 ) Net cash provided by (used in) investing activities from continuing operations 74,902 (6,724 ) — 68,178 Net cash used in investing activities from discontinued operations — (181 ) — (181 ) Net cash provided by (used in) investing activities 74,902 (6,905 ) — 67,997 Cash flows from financing activities: Payments on revolving credit facility (81,647 ) — — (81,647 ) Payments for deferred financing costs (225 ) — — (225 ) Payments on vehicle financing and other financing activities (148 ) (11,098 ) — (11,246 ) Net cash used in financing activities from continuing operations (82,020 ) (11,098 ) — (93,118 ) Net cash used in financing activities from discontinued operations — (105 ) — (105 ) Net cash used in financing activities (82,020 ) (11,203 ) — (93,223 ) Net increase (decrease) in cash 26,859 (2,966 ) — 23,893 Cash and cash equivalents - beginning of year 13,801 1,615 — 15,416 Cash and cash equivalents - end of year 40,660 (1,351 ) — 39,309 Less: cash and cash equivalents of discontinued operations - end of year — — — — Cash and cash equivalents of continuing operations - end of year $ 40,660 $ (1,351 ) $ — $ 39,309 CONSOLIDATING STATEMENT OF CASH FLOWS YEAR ENDED DECEMBER 31, 2014 Parent Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash (used in) provided by operating activities from continuing operations $ (27,860 ) $ 45,236 $ — $ 17,376 Net cash provided by operating activities from discontinued operations — 3,966 — 3,966 Net cash (used in) provided by operating activities (27,860 ) 49,202 — 21,342 Cash flows from investing activities: Proceeds from the sale of property and equipment — 10,192 — 10,192 Purchase of property, plant and equipment (1,228 ) (54,503 ) — (55,731 ) Net cash used in investing activities from continuing operations (1,228 ) (44,311 ) — (45,539 ) Net cash used in investing activities from discontinued operations — (2,451 ) — (2,451 ) Net cash used in investing activities (1,228 ) (46,762 ) — (47,990 ) Cash flows from financing activities: Proceeds from revolving credit facility 107,725 — — 107,725 Payments on revolving credit facility (67,500 ) — — (67,500 ) Payments for deferred financing costs (1,030 ) — — (1,030 ) Payments on vehicle financing and other financing activities (145 ) (6,303 ) — (6,448 ) Net cash provided by (used in) financing activities from continuing operations 39,050 (6,303 ) — 32,747 Net cash provided by financing activities from discontinued operations — 105 — 105 Net cash provided by (used in) financing activities 39,050 (6,198 ) — 32,852 Net increase (decrease) in cash 9,962 (3,758 ) — 6,204 Cash and cash equivalents - beginning of year 3,839 5,373 — 9,212 Cash and cash equivalents - end of year 13,801 1,615 — 15,416 Less: cash and cash equivalents of discontinued operations - end of year — (2,049 ) — (2,049 ) Cash and cash equivalents of continuing operations - end of year $ 13,801 $ (434 ) $ — $ 13,367 CONSOLIDATING STATEMENT OF CASH FLOWS YEAR ENDED DECEMBER 31, 2013 Parent Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash provided by operating activities from continuing operations $ 20,693 $ 45,975 $ — $ 66,668 Net cash provided by operating activities from discontinued operations — 3,589 — 3,589 Net cash provided by operating activities 20,693 49,564 — 70,257 Cash flows from investing activities: — Cash paid for acquisitions, net of cash acquired (10,570 ) — (10,570 ) Proceeds from the sale of property and equipment — 2,308 — 2,308 Purchase of property, plant and equipment (1,597 ) (44,996 ) — (46,593 ) Other investing activities 2,067 — 2,067 Net cash used in investing activities from continuing operations (10,100 ) (42,688 ) — (52,788 ) Net cash used in investing activities from discontinued operations — (4,195 ) — (4,195 ) Net cash used in investing activities (10,100 ) (46,883 ) — (56,983 ) Cash flows from financing activities: Proceeds from revolving credit facility 98,501 — — 98,501 Payments on revolving credit facility (109,501 ) — — (109,501 ) Payments for deferred financing costs (855 ) — — (855 ) Payments on vehicle financing and other financing activities (718 ) (7,300 ) — (8,018 ) Net cash used in financing activities from continuing operations (12,573 ) (7,300 ) — (19,873 ) Net cash used in financing activities from discontinued operations — (400 ) — (400 ) Net cash used in financing activities (12,573 ) (7,700 ) — (20,273 ) Net decrease in cash (1,980 ) (5,019 ) — (6,999 ) Cash and cash equivalents - beginning of year 5,819 10,392 — 16,211 Cash and cash equivalents - end of year 3,839 5,373 — 9,212 Less: cash and cash equivalents of discontinued operations - end of year — (429 ) — (429 ) Cash and cash equivalents of continuing operations - end of year $ 3,839 $ 4,944 $ — $ 8,783 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying audited consolidated financial statements have been prepared in accordance with the rules and regulations of the SEC. In our opinion, the consolidated financial statements include the normal, recurring adjustments necessary for a fair statement of the information required to be set forth herein. All dollar and share amounts in the footnote tabular presentations are in thousands, except per share amounts and unless otherwise noted. Unless stated otherwise, any reference to balance sheet, income statement, statement of operations and cash flow items in these accompanying audited consolidated financial statements refers to results from continuing operations. We have not included a statement of comprehensive income as there were no transactions to report in the 2015, 2014 and 2013 periods presented. The business comprising what was previously called the industrial solutions division is presented as discontinued operations in our consolidated financial statements for the years ended December 31, 2015 , 2014 , and 2013 . See Note 21 for additional information. |
Principles of Consolidation | Principles of Consolidation Our consolidated financial statements include the accounts of Nuverra and our subsidiaries. All intercompany accounts, transactions and profits are eliminated in consolidation. |
Reclassifications | Reclassifications Certain reclassifications and adjustments have been made to prior period amounts in the accompanying consolidated balance sheets, statements of operations and cash flows in order to conform to the current year’s presentation including: • Certain similar line items in the consolidated statements of cash flows have been combined to present a more concise and easier to follow presentation. • As described in Note 20 , we redefined our operating and reportable segments during the three months ended September 30, 2014. The prior year periods have been recast to conform to the current year segment presentation as we further refined our allocation methodology for the reportable segments since the initial change last year. • A portion of certain non-medical insurance costs previously presented as a component of "General and administrative expenses" in the condensed consolidated statement of operations have been re-allocated and are now included in the line item "Direct operating expenses" as we believe these costs are directly related to our operations. • In June 2015, we purchased the remaining interest in AWS, previously a 51% owned non-guarantor subsidiary, and have recast the tables in Note 23 to reflect AWS as part of the Guarantor Subsidiaries as of December 31, 2014 and 2013. During the three months ended December 31, 2015 Nuverra Rocky Mountain Pipeline, LLC (or "RMP") was released from all obligations including as guarantor. However, as RMP's individual results are not material and there are no active contracts for new pipelines, we have not separately presented RMP as a Non-Guarantor, but rather continued to include RMP in the Guarantor Subsidiaries column. |
Use of Estimates | Use of Estimates Our consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States (“GAAP”). The preparation of the financial statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Estimates have been prepared on the basis of the most current and best available information, however actual results could differ from those estimates |
Cash Equivalents | Cash Equivalents We consider all highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. We maintain bank accounts in the United States, with a majority of funds considered cash equivalents invested in institutional money market funds. We have not experienced any historical losses in such accounts and believe that the risk of any loss is minimal. |
Restricted Cash | Restricted Cash On April 11, 2015, we completed the Thermo Fluids Inc. disposition with Safety-Kleen, Inc. Pursuant to the purchase agreement, $4.3 million of the purchase price was deposited into an escrow account to satisfy our indemnification obligations under the purchase agreement and is captured as "Restricted cash" in our consolidated balance sheet. Any remaining balance in the escrow account will be released to us 18 months following the closing date, unless both parties mutually agree to release the remaining balance prior to such date ( Note 21 ). In connection with the 2012 Power Fuels merger, assets received in exchange for the merger consideration excluded accounts receivable greater than ninety days as of November 30, 2012. Subsequent collections on these accounts receivable by us are required to be remitted to the former owner of Power Fuels ( Note 19 ). |
Accounts Receivable | Accounts Receivable Accounts receivable are recognized and carried at original billed and unbilled amounts less allowances for estimated uncollectible amounts and estimates for potential credits. Inherent in the assessment of these allowances are certain judgments and estimates including, among others, the customer’s willingness or ability to pay, our compliance with customer invoicing requirements, the effect of general economic conditions and the ongoing relationship with the customer. Accounts with outstanding balances longer than the payment terms are considered past due. We write off trade receivables when we determine that they have become uncollectible. Bad debt expense is reflected as a component of "General and administrative expenses" in the consolidated statements of operations. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is 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. The carrying amounts of our cash equivalents, accounts receivable and accounts payable approximate fair value due to the short-term nature of these instruments. The carrying value of our contingent consideration is adjusted to fair value at the end of each reporting period using a probability-weighted discounted cash flow model. See Note 12 for disclosures on the fair value of our contingent consideration at December 31, 2015 and 2014 . Their estimated fair values are based on quoted market prices. The fair value of our Asset-Based Revolving Credit Facility and other debt obligations including capital leases, secured by various properties and equipment, bears interest at rates commensurate with market rates and therefore their respective carrying values approximate fair value. See Note 11 for disclosures on the fair value of our debt instruments at December 31, 2015 . |
Property and Equipment | Property and Equipment Property and equipment is recorded at cost. Depreciation is recorded using the straight-line method over the estimated useful lives of the related assets ranging from three to thirty-nine years . Our landfill is depreciated using the units-of-consumption method based on estimated remaining airspace. Leasehold improvements are depreciated over the life of the lease or the life of the asset, whichever is shorter. The range of useful lives for the components of property, plant and equipment are as follows: Buildings 15-39 years Building and land improvements 5-20 years Pipelines 10-30 years Disposal wells 3-10 years Machinery and equipment 3-15 years Equipment under capital leases 4-6 years Motor vehicles and trailers 3-11 years Rental equipment 5-15 years Office equipment 3-7 years Expenditures for betterments that increase productivity and/or extend the useful life of an asset are capitalized. Maintenance and repair costs are charged to expense as incurred. Upon disposal, the related cost and accumulated depreciation of the assets are removed from their respective accounts, and any gains or losses are included in "Direct operating expenses" in the consolidated statements of operations. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price over the fair value of the net assets of businesses acquired. Goodwill is tested for impairment annually at September 30 th and more frequently if events or circumstances lead to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The goodwill impairment test involves a two-step process; however, if, after assessing the totality of events or circumstances, an entity determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test is unnecessary. In the event a determination is made that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the first step of the two-step process must be performed. The first step of the test, used to identify potential impairment, compares the estimated fair value of a reporting unit with its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered to be impaired and the second step of the impairment test is unnecessary. If the carrying amount of a reporting unit exceeds its fair value, the second step of the impairment test must be performed to measure the amount of the impairment loss, if any. The second step of the goodwill impairment test compares the implied fair value of reporting unit goodwill with the carrying amount of that goodwill. The implied fair value of goodwill is determined in the same manner as goodwill recognized in a business combination. If the carrying amount of the reporting unit goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. |
Debt Issuance Costs | Debt Issuance Costs We capitalize costs associated with the issuance of debt and amortize them as additional interest expense over the lives of the respective debt instrument on a straight-line basis, which approximates the effective interest method. Upon the prepayment of related debt, we accelerate the recognition of the unamortized cost, which is included in "Loss on extinguishment of debt" in the consolidated statements of operations. Additionally, when executing amendments to our debt agreements, if the borrowing capacity of the new arrangement is less than the borrowing capacity of the old arrangement, then: (1) any fees paid to the creditor and any third-party costs incurred are associated with the new arrangement (that is deferred and amortized over the term of the new arrangement); and (2) any unamortized deferred financing costs relating to the old arrangement at the time of the change are written off in proportion to the decrease in borrowing capacity of the old arrangement. The portion of the unamortized deferred financing costs written off in such circumstances are included in "Loss on extinguishment of debt" in the consolidated statements of operations. |
Impairment of Long-Lived Assets and Intangible Assets with Finite Useful Lives | Impairment of Long-Lived Assets and Intangible Assets with Finite Useful Lives Long-lived assets, such as property, plant and equipment and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is assessed by a comparison of the carrying amount of such assets to the sum of the estimated undiscounted future cash flows expected to be generated by the assets. Cash flow estimates are based upon, among other things, historical results adjusted to reflect the best estimate of future market rates, utilization levels, and operating performance. Estimates of cash flows may differ from actual cash flows due to various factors, including changes in economic conditions or changes in an asset’s operating performance. Long-lived assets are grouped at the basin level for purposes of assessing their recoverability as we concluded that the basin level is the lowest level for which identifiable cash flows are largely independent of the cash flows of the other assets and liabilities. For assets that do not pass the recoverability test, the asset group's fair value is compared to the carrying amount. If the asset group's fair value is less than the carrying amount, impairment losses are recorded for the amount by which the carrying amount of such assets exceeds the fair value. |
Asset Retirement Obligations | Asset Retirement Obligations We record the fair value of estimated asset retirement obligations ("AROs") associated with tangible long-lived assets in the period incurred. Retirement obligations associated with long-lived assets are those for which there is an obligation for closures and/or site remediation at the end of the assets’ useful lives. These obligations are initially estimated based on discounted cash flow estimates and are accreted to full value over time through charges to interest expense ( Note 16 ). In addition, asset retirement costs are capitalized as part of the related asset’s carrying value and are depreciated on a straight line basis for disposal wells and using a units-of-consumption basis for landfill costs over the assets’ respective useful lives. |
Revenue Recognition | Revenue Recognition We recognize revenues in accordance with Accounting Standards Codification 605 (ASC 605 “Revenue Recognition”) and Staff Accounting Bulletin No 104, and accordingly all of the following criteria must be met for revenues to be recognized: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price to the buyer is fixed and determinable and collectability is reasonably assured. Revenues are generated upon the performance of contracted services under formal and informal contracts with direct customers. Taxes assessed on sales transactions are presented on a net basis and are not included in revenue. The majority of our revenues are from the transportation of fresh and saltwater by Company-owned trucks, or through temporary or permanent water transport pipelines to customer sites for use in drilling and hydraulic fracturing activities and from customer sites to remove and dispose of flowback and produced water originating from oil and natural gas wells. Revenues are also generated through fees charged for disposal of oilfield wastes in our landfill, disposal of fluids in our disposal wells and from the rental of tanks and other equipment. Certain customers are under contract with us to utilize our saltwater pipeline and have an obligation to dispose of a minimum quantity (number of barrels) of saltwater over the contract period. Transportation and disposal rates are generally based on a fixed fee per barrel of disposal water or, in certain circumstances, transportation is based on an hourly rate. Revenue is recognized based on the number of barrels transported or disposed of at hourly rates for transportation services, depending on the customer contract. Rates for other services are based on negotiated rates with our customers and revenue is recognized when the services have been performed. Our discontinued industrial solutions division derived the majority of its revenue from the sale of used motor oil and antifreeze after it is refined by one of its processing facilities. Revenue was recognized upon shipment or delivery, dependent on contracted terms, of salable fuel oil or upon recovery service provided in the receipt of waste oil and antifreeze per specific customer contract terms. Transportation costs charged to customers were included in revenue. |
Concentration of Customer Risk | Concentration of Customer Risk Three of our customers comprised 35% , 35% and 40% of our consolidated revenues for the years ended December 31, 2015 , 2014 and 2013 respectively, and 31% , 30% and 31% of our consolidated accounts receivable at December 31, 2015 , 2014 and 2013 , respectively. We depend on our customers’ willingness to make operating and capital expenditures to explore, develop and produce oil and natural gas in the United States. These expenditures are generally dependent on current oil and natural gas prices and the industry’s view of future oil and natural gas prices, including the industry’s view of future economic growth and the resulting impact on demand for oil and natural gas. The extended decline in oil and natural gas prices could result in reductions in our customers’ operating and capital expenditures. Declines in these expenditures could result in project modifications, delays or cancellations, general business disruptions, delays in, or nonpayment of, amounts owed to us, increased exposure to credit risk and bad debts, and a general reduction in demand for our services. These effects could have a material adverse effect on our financial condition, results of operations and cash flows. |
Direct Operating Expenses | Direct Operating Expenses Direct operating expenses consists primarily of wages and benefits for employees performing operational activities, fuel expense associated with transportation and logistics activities, and costs to repair and maintain transportation and rental equipment and disposal wells. |
Income Taxes | Income Taxes Income taxes are accounted for using the asset and liability method. Under this method, deferred income tax assets and liabilities are recognized for the expected future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases including temporary differences related to assets acquired in business combinations. Deferred tax assets are also recognized for net operating loss, capital loss and tax credit carryforwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the related temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided for those deferred tax assets for which realization of the related benefits is not more likely than not. We measure and record tax contingency accruals in accordance with GAAP which prescribes a threshold for the financial statement recognition and measurement of a tax position taken or expected to be taken in a return. Only positions meeting the “more likely than not” recognition threshold may be recognized or continue to be recognized. A tax position is measured at the largest amount that is greater than 50 percent likely of being realized upon ultimate settlement. Our policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. |
Share-Based Compensation | Share-Based Compensation Share-based compensation for all share-based payment awards granted is based on the grant-date fair value. Generally, awards of stock options granted to employees vest in equal increments over a three -year service period from the date of grant and awards of restricted stock awards or units vest over a two or three year service period from the date of grant. The grant date fair value of the award is recognized to expense on a straight-line basis over the requisite service period. As of December 31, 2015 there was approximately $2.6 million of unrecognized compensation cost for unvested stock options, restricted stock awards and restricted stock units, which are expected to vest over a weighted average period of approximately of 1.5 years . See Note 14 for additional information. |
Advertising | Advertising Advertising costs are expensed as incurred. |
Recent Accounting Pronouncements | In November 2015, the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes , which simplifies the presentation of deferred income taxes. The new guidance requires that deferred tax assets and liabilities, along with any related valuation allowance, be classified as non-current in a statement of financial position. This guidance is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2016, with early adoption permitted. We early adopted this new guidance on a prospective basis for the fiscal year ended December 31, 2015. Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). The amendments in this update will be added to the ASC as Topic 606, Revenue from Contracts with Customers, and replaces the guidance in Topic 605. The underlying principle of the guidance in this update is that a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects to receive in exchange for the goods or services. This new revenue standard also calls for more detailed disclosures and provides guidance for transactions that weren’t addressed completely, such as service revenue and contract modifications which may be applied retrospectively or modified retrospectively. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date ("ASU 2015-14"). The guidance in ASU 2015-14 delays the effective date for the new revenue recognition guidance outlined in ASU 2014-09 to reporting periods beginning after December 15, 2017, which for us is the reporting period starting January 1, 2018. We are reviewing the guidance in ASU 2014-09 and have not yet assessed the impact, if any, on our consolidated financial statements and have not determined our method of adoption. In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). ASU 2014-15 requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. In doing so, companies will have reduced diversity in the timing and content of footnote disclosures than under today’s guidance. ASU 2014-15 is effective for reporting periods beginning after December 15, 2016, which for us is the reporting period starting January 1, 2017, with early adoption permitted. We are reviewing the guidance in ASU 2014-15 and evaluating the impact this new guidance may have on our consolidated financial statements. In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs , which amends ASC Subtopic 835-30, Interest - Imputation of Interest . The amendments in this ASU simplify the presentation of debt issuance costs and align the presentation with debt discounts. Entities will be required to present debt issuance costs as a direct deduction from the face amount of the related note, rather than as a deferred charge. Upon adoption, the amended guidance will affect our classification of debt issuance costs, which are currently classified in "Other assets" in the condensed consolidated balance sheets. The reclassification of debt issuance costs will effectively decrease "Other assets" and correspondingly decrease the respective long-term debt balances. The amendments in this ASU require retrospective application, with related disclosures for a change in accounting principle. Upon adoption, we will comply with these disclosure requirements by providing the nature and reason for the change, the transition method, a description of the adjusted prior period information and the effect of the change on the financial statement line items. For public business entities, the amendments in this ASU will be effective for financial statements issued for fiscal years beginning after December 15, 2015, and the interim periods within those fiscal years. |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Allowance for Doubtful Accounts | The following table summarizes activity in the allowance for doubtful accounts: December 31, 2015 2014 2013 Balance at beginning of period $ 7,557 $ 5,528 $ 6,128 Bad debt expense (1,110 ) 3,833 3,275 Write-offs, net (2,923 ) (1,804 ) (3,875 ) Balance at end of period $ 3,524 $ 7,557 $ 5,528 |
Depreciation Computed Using Estimated Useful Lives | The range of useful lives for the components of property, plant and equipment are as follows: Buildings 15-39 years Building and land improvements 5-20 years Pipelines 10-30 years Disposal wells 3-10 years Machinery and equipment 3-15 years Equipment under capital leases 4-6 years Motor vehicles and trailers 3-11 years Rental equipment 5-15 years Office equipment 3-7 years |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Allocations of Aggregate Purchase Price | The final allocations of the combined aggregate purchase prices of the three acquisitions are summarized as follows: Accounts receivable $ 753 Other current assets 13 Property, plant and equipment, including landfill of $24.0 million 41,942 Customer relationships 400 Goodwill 341 Accounts payable and accrued liabilities (189 ) Other long-term liabilities (302 ) Total $ 42,958 |
Business Acquisition, Pro Forma Information | The following unaudited pro forma results of operations for the year ended December 31, 2013 assume that the 2013 acquisitions were completed at the beginning of the periods presented. The pro forma results include adjustments to reflect additional amortization of intangibles and depreciation of assets associated with the acquired and merged businesses and additional interest expense for debt issued to consummate these transactions: December 31, 2013 Revenue $ 529,398 Net (loss) income $ (133,693 ) Net (loss) income per share: Basic $ (5.43 ) Diluted $ (5.43 ) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Net Loss Per Common Share | The following table presents the calculation of basic and diluted net loss per common share: Year Ended December 31, 2015 2014 2013 Numerator: Loss from continuing operations $ (195,167 ) $ (457,178 ) $ (134,040 ) Loss from discontinued operations (287 ) (58,426 ) (98,251 ) Net loss attributable to common stockholders $ (195,454 ) $ (515,604 ) $ (232,291 ) Denominator: Weighted average shares—basic 27,681 26,090 24,492 Common stock equivalents — — — Weighted average shares—diluted 27,681 26,090 24,492 Basic and diluted loss per common share from continuing operations $ (7.05 ) $ (17.52 ) $ (5.47 ) Basic and diluted loss per common share from discontinued operations (0.01 ) (2.24 ) (4.01 ) Net loss per basic and diluted common share $ (7.06 ) $ (19.76 ) $ (9.48 ) Antidilutive stock-based awards excluded 799 230 272 |
Property, Plant and Equipment34
Property, Plant and Equipment, net (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment consists of the following: December 31, 2015 2014 Land $ 11,750 $ 11,750 Buildings 41,369 32,148 Building, leasehold and land improvements 12,796 11,262 Pipelines 70,511 70,511 Disposal wells 63,435 61,070 Landfill 28,130 28,130 Machinery and equipment 39,298 38,543 Equipment under capital leases 17,140 16,180 Motor vehicles and trailers 135,646 146,242 Rental equipment 154,651 164,640 Office equipment 6,790 6,647 581,516 587,123 Less accumulated depreciation (209,144 ) (155,790 ) Construction in process 33,816 44,649 Property, plant and equipment, net $ 406,188 $ 475,982 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | Changes in the carrying amount of goodwill were as follows: Balance at December 31, 2013 $ 408,696 Impairment (Note 8) (303,975 ) Balance at December 31, 2014 104,721 Impairment (Note 8) (104,721 ) Balance at December 31, 2015 $ — |
Intangible Assets | Intangible assets consist of the following: December 31, 2015 December 31, 2014 Gross Carrying Amount Accumulated Amortization Net Remaining Useful Life Gross Carrying Amount Accumulated Amortization Net Remaining Useful Life Customer relationships $ 11,731 $ (6,865 ) $ 4,866 6.0 $ 11,694 $ (5,133 ) $ 6,561 6.6 Disposal permits 1,269 (451 ) 818 5.2 1,269 (288 ) 981 6.2 Customer contracts 17,352 (6,169 ) 11,183 11.0 17,352 (5,137 ) 12,215 12.0 $ 30,352 $ (13,485 ) $ 16,867 9.3 $ 30,315 $ (10,558 ) $ 19,757 9.9 |
Future Amortization Expense | As of December 31, 2015 future amortization expense of intangible assets is estimated to be: 2016 $ 2,550 2017 2,124 2018 1,939 2019 1,788 2020 1,519 Thereafter 6,947 Total $ 16,867 |
Impairment of Long-Lived Asse36
Impairment of Long-Lived Assets and Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Impairment | Impairment charges recorded for the years ended December 31, 2015 , 2014 and 2013 , related to continuing operations by reportable segment were as follows: Northeast Southern Rocky Mountain Total Year Ended December 31, 2015 Impairment of property, plant and equipment, net $ — $ 5,921 $ — $ 5,921 Impairment of intangibles, net — — — — Impairment of Goodwill — — 104,721 104,721 Total $ — $ 5,921 $ 104,721 $ 110,642 Year Ended December 31, 2014 Impairment of property, plant and equipment, net $ — $ — $ — $ — Impairment of intangibles, net $ — $ — $ 112,436 $ 112,436 Impairment of Goodwill $ 33,831 $ 66,885 $ 203,259 $ 303,975 Total $ 33,831 $ 66,885 $ 315,695 $ 416,411 Year Ended December 31, 2013 Impairment of property, plant and equipment, net $ 152 $ 107,261 $ — $ 107,413 Impairment of intangibles, net $ — $ 4,487 $ — $ 4,487 Impairment of Goodwill $ — $ — $ — $ — Total $ 152 $ 111,748 $ — $ 111,900 The fair values of each of the reporting units as well as the related assets and liabilities utilized to determine the impairment were measured using Level 2 and Level 3 inputs as described in Note 12 . |
Restructuring and Exit Costs (T
Restructuring and Exit Costs (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Restructuring and Related Activities [Abstract] | |
Other Restructuring Charges | Such costs consisted of the following: Year Ended December 31, 2015 Severance and termination benefits $ 724 Asset impairment charge (see Note 8) 5,921 Contract termination costs and exit costs 453 Total restructuring and exit costs $ 7,098 |
Restructuring and Related Costs | A rollforward of the restructuring and exit cost accruals through December 31, 2015 is as follows: Employee Termination Costs (a) Lease Exit Costs (b) Other Exit Costs (c) Total Restructuring and exit costs accrued at December 31, 2014 $ — $ — $ — $ — Restructuring and exit-related costs 724 290 163 1,177 Cash payments (724 ) (110 ) (163 ) (997 ) Restructuring and exit costs accrued at December 31, 2015 $ — $ 180 $ — $ 180 _____________________ (a) Employee termination costs consist primarily of severance and related costs. (b) Lease exit costs consist primarily of costs that will continue to be incurred under non-cancellable operating leases for their remaining term without any benefit to us. (c) Other exit costs include costs related to the movement of vehicles and rental fleet in connection with the exit from certain shale areas. |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued liabilities consisted of the following at December 31, 2015 and December 31, 2014 : December 31, 2015 2014 Accrued payroll and employee benefits $ 5,839 $ 12,566 Accrued insurance 5,896 6,830 Accrued legal and environmental costs 1,531 1,421 Accrued taxes 1,514 1,477 Accrued interest 8,516 8,570 Amounts payable to related party (Note 19) — 114 Accrued operating costs 4,233 5,685 Accrued other 2,314 6,732 Total accrued liabilities $ 29,843 $ 43,395 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt consisted of the following at December 31, 2015 and December 31, 2014 : December 31, 2015 December 31, 2014 Interest Rate Maturity Date Unamortized Deferred Financing Costs Fair Value of Debt (f) Carrying Value of Debt Carrying Value of Debt Asset-Based Revolving Credit Facility (a) 2.84% Jan. 2018 $ 2,164 $ 101,832 $ 101,832 $ 183,065 2018 Notes (b) 9.875% Apr. 2018 8,708 138,750 400,000 400,000 Vehicle financings (c) 5.61% Various — 12,303 12,303 14,872 Note payable (d) 4.25% Apr. 2019 — 6,492 6,492 — Total debt $ 10,872 $ 259,377 520,627 597,937 Original issue discount (e) (639 ) (874 ) Original issue premium (e) 187 255 Total debt, net 520,175 597,318 Less: current portion (g) (508,417 ) (4,863 ) Long-term portion of debt $ 11,758 $ 592,455 _____________________ (a) The interest rate presented represents the interest rate on the $125.0 million asset-based revolving credit facility (the “ABL Facility”) at December 31, 2015 . (b) The interest rate presented represents the coupon rate on our outstanding $400.0 million aggregate principal amounts of 9.875% Senior Notes due 2018 (the “2018 Notes”), excluding the effects of deferred financing costs, original issue discounts and original issue premiums. Including the impact of these items, the effective interest rate on the 2018 Notes is approximately 11.0% . Interest payments are due semi-annually in April and October. (c) Vehicle financings consist of installment notes payable and capital lease arrangements related to fleet purchases with a weighted-average annual interest rate of approximately 5.61% and which mature in varying installments between 2016 and 2020 . Installment notes payable and capital lease obligations for vehicle financings were $0.0 million and $12.3 million , respectively, at December 31, 2015 , and were $0.3 million and $14.6 million , respectively, at December 31, 2014 . (d) During the three months months ended June 30, 2015, we settled our obligation to acquire the remaining 49% interest in AWS from the non-controlling interest holder with a $4.0 million cash payment and a $7.4 million note payable with principal and interest due in equal quarterly installments through April 2019. (e) The issuance discount represents the unamortized difference between the $250.0 million aggregate principal amount of the 2018 Notes issued in April 2012 and the proceeds received upon issuance (excluding interest and fees). The issuance premium represents the unamortized difference between the proceeds received in connection with the November 2012 issuance of the 2018 Notes (excluding interest and fees) and the $150.0 million aggregate principal amount thereunder. (f) The estimated fair value of our 2018 Notes is based on quoted market prices as of December 31, 2015 . Our ABL Facility and capital leases for vehicle financings bear interest at rates commensurate with market rates and therefore their respective carrying values approximate fair value. (g) As a result of the probability of breaching one of the financial covenants if we are not successful at restructuring our debt (see "Subsequent Events Related to Restructuring" later in this section), the carrying value of the ABL Facility and the 2018 Notes was reclassified to current liabilities in the consolidated balance sheet as of December 31, 2015. |
Schedule of Maturities of Long-term Debt | The required principal payments for all borrowings for each of the five years following the balance sheet date are as follows: 2016 $ 508,136 2017 6,475 2018 3,404 2019 1,994 2020 618 Thereafter — Total $ 520,627 |
Debt Instrument Redemption | The 2018 Notes are redeemable, at our option, in whole or in part, at any time and from time to time on and after April 15, 2015 at the applicable redemption price set forth below, if redeemed during the 12-month period commencing on April 15 of the years set forth below: Redemption Period Price 2016 102.469 % 2017 and thereafter 100.000 % |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on a Recurring Basis and Fair Value Hierarchy of the Valuation Techniques | Assets and liabilities measured at fair value on a recurring basis as of December 31, 2015 and December 31, 2014 and the fair value hierarchy of the valuation techniques we utilized to determine such fair value included significant unobservable inputs (Level 3) and were as follows: Fair Value December 31, 2015 Assets - cost method investment $ 3,169 Liabilities: Contingent consideration 8,628 Financing obligation to acquire non-controlling interest — December 31, 2014 Assets - cost method investment $ 3,169 Liabilities: Contingent consideration 9,824 Financing obligation to acquire non-controlling interest 11,000 |
Changes to Contingent Consideration | Changes to contingent consideration obligations during the years ended December 31, 2015 and December 31, 2014 were as follows: December 31, 2015 2014 Balance at beginning of period $ 9,824 $ 15,457 Accretion — 476 Cash payments (909 ) (1,014 ) Issuances of stock — (3,789 ) Changes in fair value of contingent consideration, net (287 ) (1,306 ) Balance at end of period 8,628 9,824 Less: current portion (8,628 ) (9,274 ) Long-term portion of contingent consideration $ — $ 550 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Total Share-Based Compensation Expense | The total share-based compensation expense, net of forfeitures, included in "General and administrative expenses" and the total income tax benefit recognized in the consolidated statements of operations was as follows: Year Ended December 31, 2015 2014 2013 Stock options $ 536 $ 835 $ 1,709 Restricted stock 428 766 1,431 Restricted stock units 1,357 1,370 568 Total share-based compensation expense $ 2,321 $ 2,971 $ 3,708 Income tax (expense) benefit $ — $ — $ (15 ) |
Assumption Used to Estimate Fair Value of Stock Awards Granted | The assumptions used to estimate the fair value of stock awards granted in the years ended December 31, 2015 , 2014 and 2013 are as follows: Year Ended December 31, 2015 2014 2013 Volatility 55.3 % 48.7 % 44.4 % Expected term (years) 8.0 8.0 8.0 Risk free interest rate 1.8 % 2.4 % 2.0 % Expected dividend yield — % — % — % |
Stock Option Activity | A summary of stock option activity during 2015 , 2014 and 2013 is presented below: Options Shares Outstanding Shares Exercisable Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value December 31, 2012 399 $ 41.80 Granted 74 $ 32.10 Exercised — $ — Forfeited, canceled, or expired (157 ) $ 42.10 December 31, 2013 316 $ 39.40 6.5 $ — Exercisable at December 31, 2013 184 $ 42.30 2.6 $ — Granted 16 $ 16.14 Exercised — $ — Forfeited, canceled, or expired (100 ) $ 33.46 December 31, 2014 232 $ 40.30 7.2 $ — Exercisable at December 31, 2014 102 $ 45.82 5.9 $ — Granted 736 $ 5.29 Exercised — $ — Forfeited, canceled, or expired (145 ) $ 28.06 December 31, 2015 823 $ 11.16 8.6 $ — Exercisable at December 31, 2015 92 $ 40.63 5.3 $ — |
Non-Vested Shares of Restricted Common Stock | A summary of non-vested restricted stock award activity during 2015 , 2014 and 2013 is presented below: Non-Vested Restricted Stock Shares Weighted-Average Grant-Date Fair Value Non-vested at December 31, 2012 87 $ 51.30 Granted 41 $ 15.82 Vested (25 ) $ 52.87 Forfeited (10 ) $ 47.43 Non-vested at December 31, 2013 93 $ 35.64 Granted 65 $ 7.92 Vested (87 ) $ 33.96 Forfeited (5 ) $ 39.90 Non-vested at December 31, 2014 66 $ 9.78 Granted 420 $ 1.25 Vested (39 ) $ 10.23 Forfeited — $ — Non-vested at December 31, 2015 447 $ 1.73 |
Non-Vested Restricted Stock Units | A summary of non-vested restricted stock unit activity during 2015 , 2014 and 2013 is presented below: Non-Vested Restricted Stock Units Shares Weighted-Average Grant-Date Fair Value Non-vested at December 31, 2012 — $ — Granted 62 $ 34.40 Vested — $ — Forfeited (6 ) $ 36.30 Non-vested at December 31, 2013 56 $ 35.64 Granted 296 $ 14.90 Vested (26 ) $ 16.05 Forfeited (78 ) $ 18.19 Non-vested at December 31, 2014 248 $ 18.42 Granted 164 $ 3.54 Vested (123 ) $ 20.00 Forfeited (29 ) $ 10.94 Non-vested at December 31, 2015 260 $ 8.04 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Components of (Expense) Benefit for Income Taxes | The following table shows the components of the income tax benefit for the periods indicated: Year Ended December 31, 2015 2014 2013 Current income tax (benefit) expense: Federal $ (137 ) $ — $ (3,443 ) State 21 178 (1,053 ) Total Current (116 ) 178 (4,496 ) Deferred income tax benefit: Federal 115 (8,589 ) (64,292 ) State (116 ) (4,052 ) (4,307 ) Total Deferred (1 ) (12,641 ) (68,599 ) Total income tax benefit attributable to continuing operations $ (117 ) $ (12,463 ) $ (73,095 ) |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the income tax benefit and the amount computed by applying the statutory federal income tax rate of 35% to loss from continuing operations before income taxes is as follows: Year Ended December 31, 2015 2014 2013 U.S. federal income tax benefit at statutory rate 35.0 % 35.0 % 35.0 % State and local income taxes, net of federal benefit 0.9 % 1.3 % 4.1 % Compensation (0.6 )% (0.2 )% (0.3 )% Change in fair value of contingent consideration — % 0.1 % 0.1 % Impairment of Goodwill (18.8 )% (19.0 )% — % Change in valuation allowance (16.4 )% (14.1 )% (2.1 )% Other (0.1 )% (0.4 )% (1.5 )% Benefit for income taxes 0.0 % 2.7 % 35.3 % |
Schedule of Deferred Tax Assets and Liabilities | Significant components of our deferred tax assets and liabilities as of December 31, 2015 and 2014 are as follows: December 31, 2015 2014 Deferred tax assets: Reserves $ 1,461 $ 3,089 Net operating losses 154,007 127,603 Equity based compensation 602 1,234 Intangible asset and goodwill 18,815 19,888 Capital loss carry forward 68,157 — Other 7,902 8,642 Total 250,944 160,456 Less: Valuation allowance (171,720 ) (70,331 ) Total deferred tax assets 79,224 90,125 Deferred tax liabilities: Fixed assets (77,470 ) (86,947 ) Deferred financing costs (1,433 ) (2,793 ) Other (591 ) (654 ) Total deferred tax liabilities (79,494 ) (90,394 ) Net deferred tax liability $ (270 ) $ (269 ) December 31, 2015 2014 Current deferred tax assets, net: Deferred tax assets $ — $ 6,815 Deferred tax liabilities — (653 ) Valuation allowance — (2,983 ) Total current deferred tax assets, net — 3,179 Long-term deferred tax liabilities, net: Deferred tax assets 250,944 153,641 Deferred tax liabilities (79,494 ) (89,741 ) Valuation allowance (171,720 ) (67,348 ) Total long-term deferred tax liabilities, net (270 ) (3,448 ) Net deferred tax liability $ (270 ) $ (269 ) |
Summary of Valuation Allowance | A reconciliation of our valuation allowance on deferred tax assets for the years ended December 31, 2015 and 2014 is as follows: Year Ended December 31, 2015 2014 Balance at beginning of period $ 70,331 $ 6,076 Additions to valuation allowance 101,389 64,255 Valuation allowance release, net — — Balance at end of period $ 171,720 $ 70,331 |
Schedule of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Year Ended December 31, 2015 2014 Unrecognized tax benefits balance at beginning of year $ 215 $ 283 Additions for tax positions taken in prior periods — — Reductions for lapses of statute of limitations (215 ) (68 ) Unrecognized tax benefits balance at end of year $ — $ 215 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Asset Held under Capital Leases | Included in property and equipment in the accompanying consolidated balance sheets are the following assets held under capital leases at December 31, 2015 : Leased equipment $ 17,140 Less accumulated depreciation (9,133 ) Leased equipment, net $ 8,007 |
Future Minimum Lease Payment for Capital lease | At December 31, 2015 , future minimum lease payments, by year and in the aggregate, under all noncancelable leases were as follows at: Operating Leases Capital Leases 2016 $ 4,044 $ 5,134 2017 3,146 5,036 2018 2,213 1,791 2019 666 679 2020 606 622 Thereafter 1,675 — Total minimum lease payments $ 12,350 13,262 Less amount representing executor costs (149 ) Net minimum lease payments 13,113 Less amount representing interest (5.61% at December 31, 2015) (810 ) Present value of net minimum lease payments $ 12,303 |
Segments (Tables)
Segments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Financial Information for Reportable Segments | Financial information for our reportable segments related to continuing operations is presented below, including our historical summary financial information for the years ended December 31, 2015 , 2014 and 2013 , which have been recast to conform to the new segment presentation. Northeast Southern Rocky Mountain Corporate/ Other Total Year Ended December 31, 2015 Revenue $ 92,135 $ 68,543 $ 196,021 $ — $ 356,699 Direct operating expenses 74,364 58,303 147,214 — 279,881 General and administrative expenses 4,606 4,891 6,824 23,006 39,327 Depreciation and amortization 16,667 18,188 35,043 613 70,511 Operating loss (3,624 ) (19,422 ) (97,781 ) (24,012 ) (144,839 ) Loss from continuing operations before income taxes (4,228 ) (19,526 ) (97,632 ) (73,898 ) (195,284 ) Total assets (a) 76,472 128,482 263,871 62,502 531,327 Year Ended December 31, 2014 Revenue 95,577 105,935 334,770 — 536,282 Direct operating expenses 78,621 86,987 226,850 — 392,458 General and administrative expenses 9,929 14,233 10,791 24,234 59,187 Depreciation and amortization 15,643 18,321 51,247 669 85,880 Operating loss (42,447 ) (80,491 ) (269,813 ) (24,903 ) (417,654 ) Loss from continuing operations before income taxes (40,608 ) (82,440 ) (269,954 ) (76,639 ) (469,641 ) Total assets excluding those applicable to discontinued operations (a) 102,593 168,191 442,784 42,600 756,168 Total assets held for sale (b) — — — 115,404 115,404 Year Ended December 31, 2013 Revenue 95,085 126,549 304,182 — 525,816 Direct operating expenses 75,195 109,802 203,356 — 388,353 General and administrative expenses 5,665 10,368 9,918 49,136 75,087 Depreciation and amortization 13,376 26,388 59,035 437 99,236 Operating income (loss) 697 (131,792 ) 31,873 (50,437 ) (149,659 ) Income (loss) from continuing operations before income taxes 1,158 (132,930 ) 31,684 (107,047 ) (207,135 ) (a) Total assets exclude intercompany receivables eliminated in consolidation. (b) Represents the carrying value of the assets of discontinued operations ( Note 21 ) |
Assets Held for Sale and Disc45
Assets Held for Sale and Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Financial Information of Discontinued Operations and Carrying Value of Assets and Liabilities Classified as Held for Sale | The following table provides selected financial information of discontinued operations related to TFI: Year Ended December 31, 2015 2014 2013 Revenue $ 19,100 $ 114,382 $ 116,263 Income (loss) from discontinued operations before income taxes $ 1,171 $ (68,258 ) $ (98,237 ) Income tax (expense) benefit (265 ) 9,832 (14 ) Income (loss) from discontinued operations $ 906 $ (58,426 ) $ (98,251 ) Loss on sale of TFI, net of taxes (1,193 ) — — Loss on discontinued operations, net of income taxes $ (287 ) $ (58,426 ) $ (98,251 ) The carrying value of the assets and liabilities of TFI that were classified as held for sale in the accompanying consolidated balance sheet at December 31, 2014 are as follows: December 31, 2014 Assets: Cash and cash equivalents $ 2,049 Accounts receivable, net 13,592 Inventories, net 2,011 Prepaid expenses and other receivables 2,545 Other current assets 269 Total current assets held for sale 20,466 Property, plant and equipment, net 28,366 Intangible assets, net 66,572 Goodwill — Total long-term assets held for sale 94,938 Total assets held for sale $ 115,404 Liabilities: Accounts payable $ 4,544 Accrued expenses 4,214 Current portion of long-term debt 44 Total current liabilities of discontinued operations 8,802 Long-term portion of debt 61 Deferred income taxes 22,044 Total liabilities of discontinued operations 30,907 Net assets held for sale $ 84,497 |
Selected Quarterly Financial 46
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations | Summarized quarterly financial information for 2015 and 2014 is as follows: Three Months Ended March 31, June 30, September 30, December 31, 2015 Revenue $ 119,112 $ 92,427 $ 76,528 $ 68,632 Loss from continuing operations (11,995 ) (20,647 ) (128,113 ) (34,412 ) Income (loss) from discontinued operations 921 (2,089 ) 350 531 Net loss attributable to common stockholders (11,074 ) (22,736 ) (127,763 ) (33,881 ) Loss per common share from continuing operations: Basic and diluted (0.44 ) (0.75 ) (4.61 ) (1.24 ) Income (loss) per common share from discontinued operations: Basic and diluted 0.03 (0.08 ) 0.01 0.02 Net loss per common share: Basic and diluted (0.41 ) (0.83 ) (4.60 ) (1.22 ) Three Months Ended March 31, June 30, September 30, December 31, 2014 Revenue $ 128,014 $ 126,862 $ 139,643 $ 141,763 Loss from continuing operations (11,914 ) (24,722 ) (99,418 ) (321,124 ) Loss (income) from discontinued operations 459 1,453 (45,568 ) (14,770 ) Net loss attributable to common stockholders (11,455 ) (23,269 ) (144,986 ) (335,894 ) Loss per common share from continuing operations: Basic and diluted (0.48 ) (0.97 ) (3.73 ) (11.84 ) Income (loss) per common share from discontinued operations: Basic and diluted 0.02 0.06 (1.71 ) (0.54 ) Net loss per common share: Basic and diluted (0.46 ) (0.91 ) (5.44 ) (12.38 ) |
Subsidiary Guarantors (Tables)
Subsidiary Guarantors (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Balance Sheet | Parent Guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ 40,660 $ (1,351 ) $ — $ 39,309 Restricted cash 4,250 — — 4,250 Accounts receivable, net — 42,188 — 42,188 Deferred income taxes — — — — Other current assets 490 6,080 — 6,570 Current assets held for sale — — — — Total current assets 45,400 46,917 — 92,317 Property, plant and equipment, net 2,609 403,579 — 406,188 Equity investments 43,542 581 (40,373 ) 3,750 Intangible assets, net — 16,867 — 16,867 Goodwill — — — — Other 415,492 72,137 (475,424 ) 12,205 Long-term assets held for sale — — — — TOTAL ASSETS $ 507,043 $ 540,081 $ (515,797 ) $ 531,327 LIABILITIES AND EQUITY Accounts payable $ 172 $ 6,735 $ — $ 6,907 Accrued expenses 13,824 16,019 — 29,843 Current portion of contingent consideration — 8,628 — 8,628 Current portion of long-term debt 501,379 7,038 — 508,417 Current liabilities of discontinued operations — — — — Total current liabilities 515,375 38,420 — 553,795 Deferred income taxes (32,488 ) 32,758 — 270 Long-term portion of debt — 11,758 — 11,758 Long-term portion of contingent consideration — — — — Other long-term liabilities 62,427 416,772 (475,424 ) 3,775 Long-term liabilities of discontinued operations — — — — Total shareholders' equity (38,271 ) 40,373 (40,373 ) (38,271 ) TOTAL LIABILITIES AND EQUITY $ 507,043 $ 540,081 $ (515,797 ) $ 531,327 CONSOLIDATING BALANCE SHEET DECEMBER 31, 2014 Parent Guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ 13,801 $ (434 ) $ — $ 13,367 Restricted cash — 114 — 114 Accounts receivable, net — 108,813 — 108,813 Deferred income taxes 173 3,006 — 3,179 Other current assets 738 7,995 — 8,733 Current assets held for sale — 20,466 — 20,466 Total current assets 14,712 139,960 — 154,672 Property, plant and equipment, net 3,263 472,719 — 475,982 Equity investments 249,426 645 (246,257 ) 3,814 Intangible assets, net — 19,757 — 19,757 Goodwill — 104,721 — 104,721 Other 453,048 11,208 (446,568 ) 17,688 Long-term assets held for sale — 94,938 — 94,938 TOTAL ASSETS $ 720,449 $ 843,948 $ (692,825 ) $ 871,572 LIABILITIES AND EQUITY Accounts payable $ 1,310 $ 17,549 $ — $ 18,859 Accrued expenses 16,404 26,991 — 43,395 Current portion of contingent consideration — 9,274 — 9,274 Current portion of long-term debt — 15,863 — 15,863 Current liabilities of discontinued operations — 8,802 — 8,802 Total current liabilities 17,714 78,479 — 96,193 Deferred income taxes (33,353 ) 36,801 — 3,448 Long-term portion of debt 582,446 10,009 — 592,455 Long-term portion of contingent consideration — 550 — 550 Other long-term liabilities 695 449,747 (446,568 ) 3,874 Long-term liabilities of discontinued operations — 22,105 — 22,105 Total shareholders' equity 152,947 246,257 (246,257 ) 152,947 TOTAL LIABILITIES AND EQUITY $ 720,449 $ 843,948 $ (692,825 ) $ 871,572 |
Condensed Consolidating Statement of Operations | Parent Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 356,699 $ — $ 356,699 Costs and expenses: Direct operating expenses — 279,881 — 279,881 General and administrative expenses 23,006 16,321 — 39,327 Depreciation and amortization 613 69,898 — 70,511 Impairment of long-lived assets — — — — Impairment of goodwill — 104,721 — 104,721 Other, net 393 6,705 — 7,098 Total costs and expenses 24,012 477,526 — 501,538 Loss from operations (24,012 ) (120,827 ) — (144,839 ) Interest expense, net (47,741 ) (1,453 ) — (49,194 ) Other income, net — 958 — 958 Loss on extinguishment of debt (2,145 ) — — (2,145 ) (Loss) income from equity investments (130,855 ) (64 ) 130,855 (64 ) (Loss) income from continuing operations before income taxes (204,753 ) (121,386 ) 130,855 (195,284 ) Income tax benefit (expense) (a) 9,586 (9,469 ) — 117 (Loss) income from continuing operations (195,167 ) (130,855 ) 130,855 (195,167 ) Loss from discontinued operations, net of income taxes (287 ) — — (287 ) Net (loss) income attributable to common stockholders $ (195,454 ) $ (130,855 ) $ 130,855 $ (195,454 ) (a) The Parent's tax benefit offsets the tax expense reflected in the Guarantor Subsidiaries. CONSOLIDATING STATEMENTS OF OPERATIONS YEAR ENDED DECEMBER 31, 2014 Parent Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 536,282 $ — $ 536,282 Costs and expenses: Direct operating expenses — 392,458 — 392,458 General and administrative expenses 24,234 34,953 — 59,187 Depreciation and amortization 669 85,211 — 85,880 Impairment of long-lived assets — 112,436 — 112,436 Impairment of goodwill — 303,975 — 303,975 Other, net — — — — Total costs and expenses 24,903 929,033 — 953,936 Loss from operations (24,903 ) (392,751 ) — (417,654 ) Interest expense, net (48,559 ) (2,358 ) — (50,917 ) Other expense, net — 2,113 — 2,113 Loss on extinguishment of debt (3,177 ) — — (3,177 ) (Loss) income from equity investments (439,418 ) (6 ) 439,418 (6 ) (Loss) income from continuing operations before income taxes (516,057 ) (393,002 ) 439,418 (469,641 ) Income tax benefit 453 12,010 — 12,463 (Loss) income from continuing operations (515,604 ) (380,992 ) 439,418 (457,178 ) Loss from discontinued operations, net of income taxes — (58,426 ) — (58,426 ) Net (loss) income attributable to common stockholders $ (515,604 ) $ (439,418 ) $ 439,418 $ (515,604 ) CONSOLIDATING STATEMENTS OF OPERATIONS YEAR ENDED DECEMBER 31, 2013 Parent Guarantor Subsidiaries Eliminations Consolidated Revenue $ — $ 525,816 $ — $ 525,816 Costs and expenses: Direct operating expenses — 388,353 — 388,353 General and administrative expenses 49,136 25,951 — 75,087 Depreciation and amortization 437 98,799 — 99,236 Impairment of long-lived assets — 111,900 — 111,900 Impairment of goodwill — — — — Other, net 864 35 — 899 Total costs and expenses 50,437 625,038 — 675,475 Loss from operations (50,437 ) (99,222 ) — (149,659 ) Interest expense, net (51,318 ) (2,385 ) — (53,703 ) Other expense, net (5,292 ) 1,465 — (3,827 ) Loss on extinguishment of debt — — — — (Loss) income from equity investments (161,203 ) 54 161,203 54 (Loss) income from continuing operations before income taxes (268,250 ) (100,088 ) 161,203 (207,135 ) Income tax benefit 35,959 37,136 — 73,095 (Loss) income from continuing operations (232,291 ) (62,952 ) 161,203 (134,040 ) Loss from discontinued operations, net of income taxes — (98,251 ) — (98,251 ) Net (loss) income attributable to common stockholders $ (232,291 ) $ (161,203 ) $ 161,203 $ (232,291 ) |
Condensed Consolidating Statement of Cash Flows | Parent Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash provided by operating activities from continuing operations $ 33,977 $ 15,850 $ — $ 49,827 Net cash used in operating activities from discontinued operations — (708 ) — (708 ) Net cash provided by operating activities 33,977 15,142 — 49,119 Cash flows from investing activities: Proceeds from the sale of TFI 78,897 — — 78,897 Proceeds from the sale of property and equipment 255 12,477 — 12,732 Purchase of property, plant and equipment — (19,201 ) — (19,201 ) Increase in restricted cash (4,250 ) — — (4,250 ) Net cash provided by (used in) investing activities from continuing operations 74,902 (6,724 ) — 68,178 Net cash used in investing activities from discontinued operations — (181 ) — (181 ) Net cash provided by (used in) investing activities 74,902 (6,905 ) — 67,997 Cash flows from financing activities: Payments on revolving credit facility (81,647 ) — — (81,647 ) Payments for deferred financing costs (225 ) — — (225 ) Payments on vehicle financing and other financing activities (148 ) (11,098 ) — (11,246 ) Net cash used in financing activities from continuing operations (82,020 ) (11,098 ) — (93,118 ) Net cash used in financing activities from discontinued operations — (105 ) — (105 ) Net cash used in financing activities (82,020 ) (11,203 ) — (93,223 ) Net increase (decrease) in cash 26,859 (2,966 ) — 23,893 Cash and cash equivalents - beginning of year 13,801 1,615 — 15,416 Cash and cash equivalents - end of year 40,660 (1,351 ) — 39,309 Less: cash and cash equivalents of discontinued operations - end of year — — — — Cash and cash equivalents of continuing operations - end of year $ 40,660 $ (1,351 ) $ — $ 39,309 CONSOLIDATING STATEMENT OF CASH FLOWS YEAR ENDED DECEMBER 31, 2014 Parent Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash (used in) provided by operating activities from continuing operations $ (27,860 ) $ 45,236 $ — $ 17,376 Net cash provided by operating activities from discontinued operations — 3,966 — 3,966 Net cash (used in) provided by operating activities (27,860 ) 49,202 — 21,342 Cash flows from investing activities: Proceeds from the sale of property and equipment — 10,192 — 10,192 Purchase of property, plant and equipment (1,228 ) (54,503 ) — (55,731 ) Net cash used in investing activities from continuing operations (1,228 ) (44,311 ) — (45,539 ) Net cash used in investing activities from discontinued operations — (2,451 ) — (2,451 ) Net cash used in investing activities (1,228 ) (46,762 ) — (47,990 ) Cash flows from financing activities: Proceeds from revolving credit facility 107,725 — — 107,725 Payments on revolving credit facility (67,500 ) — — (67,500 ) Payments for deferred financing costs (1,030 ) — — (1,030 ) Payments on vehicle financing and other financing activities (145 ) (6,303 ) — (6,448 ) Net cash provided by (used in) financing activities from continuing operations 39,050 (6,303 ) — 32,747 Net cash provided by financing activities from discontinued operations — 105 — 105 Net cash provided by (used in) financing activities 39,050 (6,198 ) — 32,852 Net increase (decrease) in cash 9,962 (3,758 ) — 6,204 Cash and cash equivalents - beginning of year 3,839 5,373 — 9,212 Cash and cash equivalents - end of year 13,801 1,615 — 15,416 Less: cash and cash equivalents of discontinued operations - end of year — (2,049 ) — (2,049 ) Cash and cash equivalents of continuing operations - end of year $ 13,801 $ (434 ) $ — $ 13,367 CONSOLIDATING STATEMENT OF CASH FLOWS YEAR ENDED DECEMBER 31, 2013 Parent Guarantor Subsidiaries Eliminations Consolidated Cash flows from operating activities: Net cash provided by operating activities from continuing operations $ 20,693 $ 45,975 $ — $ 66,668 Net cash provided by operating activities from discontinued operations — 3,589 — 3,589 Net cash provided by operating activities 20,693 49,564 — 70,257 Cash flows from investing activities: — Cash paid for acquisitions, net of cash acquired (10,570 ) — (10,570 ) Proceeds from the sale of property and equipment — 2,308 — 2,308 Purchase of property, plant and equipment (1,597 ) (44,996 ) — (46,593 ) Other investing activities 2,067 — 2,067 Net cash used in investing activities from continuing operations (10,100 ) (42,688 ) — (52,788 ) Net cash used in investing activities from discontinued operations — (4,195 ) — (4,195 ) Net cash used in investing activities (10,100 ) (46,883 ) — (56,983 ) Cash flows from financing activities: Proceeds from revolving credit facility 98,501 — — 98,501 Payments on revolving credit facility (109,501 ) — — (109,501 ) Payments for deferred financing costs (855 ) — — (855 ) Payments on vehicle financing and other financing activities (718 ) (7,300 ) — (8,018 ) Net cash used in financing activities from continuing operations (12,573 ) (7,300 ) — (19,873 ) Net cash used in financing activities from discontinued operations — (400 ) — (400 ) Net cash used in financing activities (12,573 ) (7,700 ) — (20,273 ) Net decrease in cash (1,980 ) (5,019 ) — (6,999 ) Cash and cash equivalents - beginning of year 5,819 10,392 — 16,211 Cash and cash equivalents - end of year 3,839 5,373 — 9,212 Less: cash and cash equivalents of discontinued operations - end of year — (429 ) — (429 ) Cash and cash equivalents of continuing operations - end of year $ 3,839 $ 4,944 $ — $ 8,783 |
Organization and Nature of Bu48
Organization and Nature of Business Operations (Detail) | Dec. 31, 2015operating_division |
Shale Solutions | |
Segment Reporting Information [Line Items] | |
Number of operating divisions | 3 |
Basis of Presentation (Detail)
Basis of Presentation (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2015 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Carrying Value of Debt | $ 520,627 | $ 597,937 | ||
Loss from continuing operations | (195,167) | (457,178) | $ (134,040) | |
Cash and cash equivalents | $ 39,309 | 13,367 | 8,783 | |
Ownership percentage by parent | 51.00% | |||
Direct Operating Expenses | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
General insurance expense | 7,600 | 9,200 | ||
Selling, General and Administrative Expenses | Scenario, Previously Reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
General insurance expense | $ 7,600 | $ 9,200 |
Summary of Significant Accoun50
Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2014USD ($) | Dec. 31, 2015USD ($)Customer | Dec. 31, 2014USD ($)Customer | Dec. 31, 2013USD ($)Customer | Apr. 11, 2015USD ($) | Nov. 30, 2012USD ($) | Nov. 05, 2012USD ($) | Apr. 30, 2012USD ($) | Apr. 10, 2012USD ($) | |||
Business Acquisition [Line Items] | |||||||||||
Gains (losses) on extinguishment of debt | $ 2,145,000 | $ 3,177,000 | $ 0 | ||||||||
Unbilled accounts receivable | 7,200,000 | ||||||||||
Loss on the sale of TFI | 67,600,000 | 68,700,000 | 78,800,000 | ||||||||
Goodwill | 0 | 104,721,000 | 408,696,000 | ||||||||
Impairment of goodwill | $ 100,700,000 | 104,721,000 | 303,975,000 | 0 | |||||||
Unamortized deferred financing costs | 10,872,000 | 17,300,000 | |||||||||
Impairment of long-lived assets | 5,921,000 | 112,436,000 | 111,900,000 | ||||||||
Impairment of long-lived assets | 0 | 112,436,000 | 111,900,000 | ||||||||
Unrecognized compensation expense for employee stock options | $ 2,600,000 | ||||||||||
Unrecognized compensation expense, expected recognition period | 1 year 6 months | ||||||||||
Advertising expense | $ 500,000 | 300,000 | $ 200,000 | ||||||||
Restricted cash | $ 4,250,000 | $ 114,000 | |||||||||
Employee stock options | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Vesting period of stock options granted | 3 years | ||||||||||
Customer Concentration Risk | Sales Revenue, Net | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Number of customers | Customer | 3 | 3 | 3 | ||||||||
Concentration risk percentage | 35.00% | 35.00% | 40.00% | ||||||||
Customer Concentration Risk | Accounts Receivable | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Number of customers | Customer | 3 | 3 | 3 | ||||||||
Concentration risk percentage | 31.00% | 30.00% | 31.00% | ||||||||
TFI | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Escrow deposit | $ 4,300,000 | ||||||||||
Impairment of goodwill | $ 48,000,000 | ||||||||||
Impairment of intangible assets, indefinite-lived | 26,400,000 | ||||||||||
Industrial Solutions | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Impairment of goodwill | $ 48,000,000 | $ 98,500,000 | |||||||||
Minimum | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Estimated useful life | 3 years | ||||||||||
Minimum | Restricted stock | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Vesting period of stock options granted | 2 years | ||||||||||
Maximum | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Estimated useful life | 39 years | ||||||||||
Maximum | Restricted stock | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Vesting period of stock options granted | 3 years | ||||||||||
Power Fuels Merger | Chief Executive Officer | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amounts payable due to affiliate | $ 0 | ||||||||||
2018 Notes | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Long-term debt, face amount | 400,000,000 | $ 150,000,000 | $ 150,000,000 | $ 250,000,000 | $ 250,000,000 | ||||||
Unamortized deferred financing costs | [1] | $ 8,708,000 | |||||||||
Interest rate | 9.875% | [1] | 9.875% | 9.875% | |||||||
[1] | The interest rate presented represents the coupon rate on our outstanding $400.0 million aggregate principal amounts of 9.875% Senior Notes due 2018 (the “2018 Notes”), excluding the effects of deferred financing costs, original issue discounts and original issue premiums. Including the impact of these items, the effective interest rate on the 2018 Notes is approximately 11.0%. Interest payments are due semi-annually in April and October. |
Summary of Significant Accoun51
Summary of Significant Accounting Policies - Allowance for Doubtful Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance at beginning of period | $ 7,557 | $ 5,528 | $ 6,128 |
Bad debt expense | (1,110) | 3,833 | 3,275 |
Write-offs, net | (2,923) | (1,804) | (3,875) |
Balance at end of period | $ 3,524 | $ 7,557 | $ 5,528 |
Summary of Significant Accoun52
Summary of Significant Accounting Policies - Depreciation Computed Using Estimated Useful Lives (Detail) | 12 Months Ended |
Dec. 31, 2015 | |
Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 39 years |
Buildings | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 15 years |
Buildings | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 39 years |
Building and land improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Building and land improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 20 years |
Pipelines | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 10 years |
Pipelines | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 30 years |
Disposal wells | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Disposal wells | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 10 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 15 years |
Equipment under capital leases | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 4 years |
Equipment under capital leases | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 6 years |
Motor vehicles and trailers | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Motor vehicles and trailers | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 11 years |
Rental equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Rental equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 15 years |
Office equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Office equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
Acquisitions - Additional Info
Acquisitions - Additional Information (Detail) $ in Thousands, shares in Millions | 1 Months Ended | 12 Months Ended | |||
Jul. 30, 2013USD ($) | Dec. 31, 2013USD ($)Entityshares | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Jul. 31, 2013USD ($) | |
Business Acquisition [Line Items] | |||||
Contingent consideration | $ 8,628 | $ 9,824 | |||
2013 Acquisitions | |||||
Business Acquisition [Line Items] | |||||
Business acquisition, aggregate purchase price | $ 42,900 | ||||
Business acquisition equity interest issuable, value | 24,300 | ||||
Business acquisition, cash consideration | 10,500 | ||||
Contingent consideration | $ 8,100 | ||||
Business acquisition, common stock issued | shares | 0.7 | ||||
Property, plant and equipment, including landfill of $24.0 million | $ 41,942 | ||||
2013 Acquisitions | Landfill | |||||
Business Acquisition [Line Items] | |||||
Property, plant and equipment, including landfill of $24.0 million | $ 24,000 | ||||
2013 Acquisitions | Shale Solutions | |||||
Business Acquisition [Line Items] | |||||
Number of businesses acquired | Entity | 3 | ||||
2013 Acquisitions | Shale Solutions | Marcellus/Utica Shale | |||||
Business Acquisition [Line Items] | |||||
Number of businesses acquired | Entity | 2 | ||||
2013 Acquisitions | Shale Solutions | Bakken Shale | |||||
Business Acquisition [Line Items] | |||||
Number of businesses acquired | Entity | 1 | ||||
Ideal Oilfield | |||||
Business Acquisition [Line Items] | |||||
Business acquisition, aggregate purchase price | $ 24,600 | ||||
Business acquisition equity interest issuable, value | $ 6,700 | ||||
Business acquisition, cash consideration | $ 9,800 | ||||
Contingent consideration | $ 8,100 | ||||
Business acquisition, future contingent consideration which will be expensed as incurred | $ 200 | 900 | $ 1,700 | ||
Maximum | Ideal Oilfield | |||||
Business Acquisition [Line Items] | |||||
Contingent consideration | $ 8,500 |
Acquisitions - Preliminary All
Acquisitions - Preliminary Allocations of Aggregate Purchase Price (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | |||
Goodwill | $ 0 | $ 104,721 | $ 408,696 |
2013 Acquisitions | |||
Business Acquisition [Line Items] | |||
Accounts receivable | 753 | ||
Other current assets | 13 | ||
Property, plant and equipment, including landfill of $24.0 million | 41,942 | ||
Customer relationships | 400 | ||
Goodwill | 341 | ||
Accounts payable and accrued liabilities | (189) | ||
Other long-term liabilities | (302) | ||
Total | $ 42,958 |
Acquisitions - Pro Forma Infor
Acquisitions - Pro Forma Information (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2013USD ($)$ / shares | |
Business Combinations [Abstract] | |
Revenue | $ | $ 529,398 |
Net (loss) income | $ | $ (133,693) |
Net (loss) income per share: | |
Basic (per share) | $ / shares | $ (5.43) |
Diluted (per share) | $ / shares | $ (5.43) |
Earnings Per Share (Detail)
Earnings Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Contingently returnable shares excluded | 300,000 | 300,000 | 1,000,000 | ||||||||
Numerator: | |||||||||||
Loss from continuing operations | $ (195,167) | $ (457,178) | $ (134,040) | ||||||||
Loss from discontinued operations | $ 531 | $ 350 | $ (2,089) | $ 921 | $ (14,770) | $ (45,568) | $ 1,453 | $ 459 | (287) | (58,426) | (98,251) |
Net loss attributable to common stockholders | $ (33,881) | $ (127,763) | $ (22,736) | $ (11,074) | $ (335,894) | $ (144,986) | $ (23,269) | $ (11,455) | $ (195,454) | $ (515,604) | $ (232,291) |
Denominator: | |||||||||||
Weighted average shares - basic (in shares) | 27,681,000 | 26,090,000 | 24,492,000 | ||||||||
Common stock equivalents (in shares) | 0 | 0 | 0 | ||||||||
Weighted average shares—diluted (in shares) | 27,681,000 | 26,090,000 | 24,492,000 | ||||||||
Basic and diluted loss from continuing operations (in dollars per share) | $ (1.24) | $ (4.61) | $ (0.75) | $ (0.44) | $ (11.84) | $ (3.73) | $ (0.97) | $ (0.48) | $ (7.05) | $ (17.52) | $ (5.47) |
Basic and diluted (loss) income from discontinued operations (in dollars per share) | (0.01) | (2.24) | (4.01) | ||||||||
Net (loss) income per basic and diluted common share (in dollars per share) | $ (1.22) | $ (4.60) | $ (0.83) | $ (0.41) | $ (12.38) | $ (5.44) | $ (0.91) | $ (0.46) | $ (7.06) | $ (19.76) | $ (9.48) |
Antidilutive stock-based awards excluded (in shares) | 799,000 | 230,000 | 272,000 | ||||||||
Continuing Operations | |||||||||||
Denominator: | |||||||||||
Weighted average shares—diluted (in shares) | 0 | 0 | 0 | ||||||||
Discontinued Operations | |||||||||||
Denominator: | |||||||||||
Weighted average shares—diluted (in shares) | 0 | 0 | 0 |
Property, Plant and Equipment57
Property, Plant and Equipment, net - Schedule of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 581,516 | $ 587,123 |
Less accumulated depreciation | (209,144) | (155,790) |
Construction in process | 33,816 | 44,649 |
Property, plant and equipment, net | 406,188 | 475,982 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 11,750 | 11,750 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 41,369 | 32,148 |
Building and land improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 12,796 | 11,262 |
Pipelines | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 70,511 | 70,511 |
Disposal wells | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 63,435 | 61,070 |
Landfill | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 28,130 | 28,130 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 39,298 | 38,543 |
Equipment under capital leases | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 17,140 | 16,180 |
Motor vehicles and trailers | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 135,646 | 146,242 |
Rental equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 154,651 | 164,640 |
Office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 6,790 | $ 6,647 |
Property, Plant and Equipment58
Property, Plant and Equipment, net - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation | $ 67.6 | $ 68.7 | $ 78.8 |
Goodwill and Intangible Asset59
Goodwill and Intangible Assets - Schedule of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Goodwill [Roll Forward] | ||||
Goodwill at beginning of period | $ 104,721 | $ 408,696 | ||
Impairment | $ (100,700) | (104,721) | (303,975) | $ 0 |
Goodwill at end of period | $ 0 | $ 104,721 | $ 408,696 |
Goodwill and Intangible Asset60
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Finite-Lived Intangible Assets [Line Items] | ||||||
Impairment of goodwill | $ 100,700,000 | $ 104,721,000 | $ 303,975,000 | $ 0 | ||
Goodwill | $ 104,721,000 | 0 | 104,721,000 | 408,696,000 | ||
Impairment of intangibles, net | 0 | 112,436,000 | 4,487,000 | |||
Intangibles, net | 19,757,000 | 16,867,000 | 19,757,000 | |||
Depreciation and amortization of intangible assets | 2,900,000 | 17,200,000 | 20,400,000 | |||
Customer relationships | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Impairment of intangibles, net | 112,400,000 | 4,500,000 | ||||
Intangibles, net | 6,561,000 | 4,866,000 | 6,561,000 | |||
Disposal permits | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Intangibles, net | 981,000 | 818,000 | 981,000 | |||
Customer contracts | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Intangibles, net | 12,215,000 | 11,183,000 | 12,215,000 | |||
Northeast | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Impairment of goodwill | 33,800,000 | 0 | 33,831,000 | 0 | ||
Impairment of intangibles, net | 0 | 0 | 0 | |||
Northeast | Customer relationships | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Intangibles, net | 3,300,000 | |||||
Southern | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Impairment of goodwill | $ 66,900,000 | 0 | 66,885,000 | 0 | ||
Impairment of intangibles, net | 0 | 0 | 4,487,000 | |||
Southern | Customer relationships | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Intangibles, net | 1,600,000 | |||||
Southern | Disposal permits | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Intangibles, net | 800,000 | |||||
Southern | Customer contracts | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Intangibles, net | 11,200,000 | |||||
Rocky Mountain | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Impairment of goodwill | $ 104,700,000 | $ 203,300,000 | 104,721,000 | 203,259,000 | 0 | |
Goodwill | $ 104,700,000 | 0 | ||||
Impairment of intangibles, net | $ 0 | $ 112,436,000 | $ 0 |
Goodwill and Intangible Asset61
Goodwill and Intangible Assets - Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 30,352 | $ 30,315 |
Accumulated Amortization | (13,485) | (10,558) |
Net | $ 16,867 | $ 19,757 |
Remaining Useful Life | 9 years 3 months | 9 years 10 months 24 days |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 11,731 | $ 11,694 |
Accumulated Amortization | (6,865) | (5,133) |
Net | $ 4,866 | $ 6,561 |
Remaining Useful Life | 6 years | 6 years 7 months |
Disposal permits | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,269 | $ 1,269 |
Accumulated Amortization | (451) | (288) |
Net | $ 818 | $ 981 |
Remaining Useful Life | 5 years 2 months 12 days | 6 years 2 months 12 days |
Customer contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 17,352 | $ 17,352 |
Accumulated Amortization | (6,169) | (5,137) |
Net | $ 11,183 | $ 12,215 |
Remaining Useful Life | 11 years | 12 years |
Goodwill and Intangible Asset62
Goodwill and Intangible Assets - Estimated Amortization Expense (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,016 | $ 2,550 | |
2,017 | 2,124 | |
2,018 | 1,939 | |
2,019 | 1,788 | |
2,020 | 1,519 | |
Thereafter | 6,947 | |
Net | $ 16,867 | $ 19,757 |
Impairment of Long-Lived Asse63
Impairment of Long-Lived Assets and Goodwill - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Goodwill [Line Items] | ||||||
Goodwill | $ 104,721,000 | $ 0 | $ 104,721,000 | $ 408,696,000 | ||
Impairment of goodwill | $ 100,700,000 | 104,721,000 | 303,975,000 | 0 | ||
Impairment of long-lived assets | 5,921,000 | 112,436,000 | 111,900,000 | |||
Asset impairment charges | 110,642,000 | 416,411,000 | 111,900,000 | |||
Customer relationships and disposal permits | ||||||
Goodwill [Line Items] | ||||||
Impairment of long-lived assets | 4,500,000 | |||||
Rocky Mountain | ||||||
Goodwill [Line Items] | ||||||
Goodwill | $ 104,700,000 | 0 | ||||
Goodwill, implied fair value | 0 | |||||
Impairment of goodwill | $ 104,700,000 | 203,300,000 | 104,721,000 | 203,259,000 | 0 | |
Asset impairment charges | 104,721,000 | 315,695,000 | 0 | |||
Rocky Mountain | Customer relationships | ||||||
Goodwill [Line Items] | ||||||
Impairment of finite-lived assets | $ 112,400,000 | |||||
Southern | ||||||
Goodwill [Line Items] | ||||||
Impairment of goodwill | 66,900,000 | 0 | 66,885,000 | 0 | ||
Asset impairment charges | 5,921,000 | 66,885,000 | 111,748,000 | |||
Northeast | ||||||
Goodwill [Line Items] | ||||||
Impairment of goodwill | $ 33,800,000 | 0 | 33,831,000 | 0 | ||
Asset impairment charges | 0 | $ 33,831,000 | 152,000 | |||
Haynesville Shale Basin | ||||||
Goodwill [Line Items] | ||||||
Impairment of long-lived assets | 27,000,000 | |||||
Haynesville, Eagle Ford and Barnett Shale Basins | ||||||
Goodwill [Line Items] | ||||||
Impairment of long-lived assets | 80,400,000 | |||||
Industrial Solutions | ||||||
Goodwill [Line Items] | ||||||
Impairment of goodwill | $ 98,500,000 | |||||
Tuscaloosa Marine Shale | ||||||
Goodwill [Line Items] | ||||||
Long-Lived Assets | 423,100,000 | |||||
Impairment of long-lived assets | $ 5,900,000 |
Impairment of Long-Lived Asse64
Impairment of Long-Lived Assets and Goodwill - Schedule of Impairment by Reportable Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Impaired Long-Lived Assets Held and Used [Line Items] | ||||||
Impairment of property, plant and equipment, net | $ 5,921 | $ 0 | $ 107,413 | |||
Impairment of intangibles, net | 0 | 112,436 | 4,487 | |||
Impairment of goodwill | $ 100,700 | 104,721 | 303,975 | 0 | ||
Total assets impairment | 110,642 | 416,411 | 111,900 | |||
Northeast | ||||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||||
Impairment of property, plant and equipment, net | 0 | 0 | 152 | |||
Impairment of intangibles, net | 0 | 0 | 0 | |||
Impairment of goodwill | 33,800 | 0 | 33,831 | 0 | ||
Total assets impairment | 0 | 33,831 | 152 | |||
Southern | ||||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||||
Impairment of property, plant and equipment, net | 5,921 | 0 | 107,261 | |||
Impairment of intangibles, net | 0 | 0 | 4,487 | |||
Impairment of goodwill | $ 66,900 | 0 | 66,885 | 0 | ||
Total assets impairment | 5,921 | 66,885 | 111,748 | |||
Rocky Mountain | ||||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||||
Impairment of property, plant and equipment, net | 0 | 0 | 0 | |||
Impairment of intangibles, net | 0 | 112,436 | 0 | |||
Impairment of goodwill | $ 104,700 | $ 203,300 | 104,721 | 203,259 | 0 | |
Total assets impairment | $ 104,721 | $ 315,695 | $ 0 |
- Restructuring and Exit Costs
- Restructuring and Exit Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Charges | $ 7,098 | ||
Restructuring Costs | 180 | $ 0 | |
Asset impairment charge (see Note 8) | 110,642 | 416,411 | $ 111,900 |
Accrued Liabilities | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Costs | 200 | ||
Southern | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Charges | 6,600 | ||
Asset impairment charge (see Note 8) | 5,921 | 66,885 | 111,748 |
Northeast | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Charges | 100 | ||
Asset impairment charge (see Note 8) | 0 | $ 33,831 | $ 152 |
Corporate Segment | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Charges | $ 400 |
- Restructuring Costs Rollforwa
- Restructuring Costs Rollforward (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015USD ($) | ||
Restructuring and Exit Costs Accrued [Roll Forward] | ||
Restructuring and exit costs accrued at December 31, 2014 | $ 0 | |
Other, net | 7,098 | |
Restructuring Charges, Excluding Asset Impairment Charge | 1,177 | |
Cash payments | (997) | |
Restructuring and exit costs accrued at December 31, 2015 | 180 | |
Employee Severance | ||
Restructuring and Exit Costs Accrued [Roll Forward] | ||
Restructuring and exit costs accrued at December 31, 2014 | 0 | [1] |
Other, net | 724 | [1] |
Cash payments | (724) | [1] |
Restructuring and exit costs accrued at December 31, 2015 | 0 | [1] |
Lease Exit Costs | ||
Restructuring and Exit Costs Accrued [Roll Forward] | ||
Restructuring and exit costs accrued at December 31, 2014 | 0 | [2] |
Other, net | 290 | [2] |
Cash payments | (110) | [2] |
Restructuring and exit costs accrued at December 31, 2015 | 180 | [2] |
Other Restructuring | ||
Restructuring and Exit Costs Accrued [Roll Forward] | ||
Restructuring and exit costs accrued at December 31, 2014 | 0 | [3] |
Other, net | 163 | [3] |
Cash payments | (163) | [3] |
Restructuring and exit costs accrued at December 31, 2015 | $ 0 | [3] |
[1] | Employee termination costs consist primarily of severance and related costs. | |
[2] | Lease exit costs consist primarily of costs that will continue to be incurred under non-cancellable operating leases for their remaining term without any benefit to us. | |
[3] | Other exit costs include costs related to the movement of vehicles and rental fleet in connection with the exit from certain shale areas. |
- Schedule of Restructuring Cos
- Schedule of Restructuring Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Restructuring Cost and Reserve [Line Items] | |||
Severance Costs | $ 724 | ||
Asset impairment charges | 110,642 | $ 416,411 | $ 111,900 |
Business Exit Costs | 453 | ||
Restructuring Charges | 7,098 | ||
Southern | |||
Restructuring Cost and Reserve [Line Items] | |||
Asset impairment charges | 5,921 | $ 66,885 | $ 111,748 |
Restructuring Charges | $ 6,600 |
Accrued Liabilities - Schedule
Accrued Liabilities - Schedule of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||
Accrued payroll and employee benefits | $ 5,839 | $ 12,566 |
Accrued insurance | 5,896 | 6,830 |
Accrued legal and environmental costs | 1,531 | 1,421 |
Accrued taxes | 1,514 | 1,477 |
Accrued interest | 8,516 | 8,570 |
Amounts payable to related party (Note 19) | 0 | 114 |
Accrued operating costs | 4,233 | 5,685 |
Accrued other | 2,314 | 6,732 |
Total accrued liabilities | $ 29,843 | $ 43,395 |
Accrued Liabilities - Addition
Accrued Liabilities - Additional Information (Detail) - 2010 Class Action Litigation - USD ($) shares in Millions | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2015 | |
Loss Contingencies [Line Items] | ||
Accrued legal and environmental liabilities | $ 400,000 | $ 0 |
Stock Issued During Period, Shares, Legal Settlement (in shares) | 0.8 |
Debt - Schedule of Debt (Detai
Debt - Schedule of Debt (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||
Jun. 30, 2015 | Jan. 31, 2015 | Jun. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Nov. 30, 2012 | Nov. 05, 2012 | Apr. 30, 2012 | Apr. 10, 2012 | |||
Debt Instrument [Line Items] | |||||||||||
Unamortized Deferred Financing Costs | $ 10,872,000 | $ 17,300,000 | |||||||||
Fair Value of Debt | [1] | 259,377,000 | |||||||||
Carrying Value of Debt | 520,627,000 | 597,937,000 | |||||||||
Original issue discount | [2] | (639,000) | (874,000) | ||||||||
Original issue premium | [2] | 187,000 | 255,000 | ||||||||
Total debt, net | 520,175,000 | 597,318,000 | |||||||||
Less: current portion (g) | [3] | (508,417,000) | (4,863,000) | ||||||||
Long-term portion of debt | $ 11,758,000 | 592,455,000 | |||||||||
Asset Based Revolving Credit Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest Rate | [4] | 2.84% | |||||||||
Maturity Date | 2018-01 | ||||||||||
Unamortized Deferred Financing Costs | [4] | $ 2,164,000 | |||||||||
Fair Value of Debt | [1],[4] | 101,832,000 | |||||||||
Carrying Value of Debt | [4] | 101,832,000 | 183,065,000 | ||||||||
Line of credit facility, maximum borrowing capacity | $ 125,000,000 | ||||||||||
2018 Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest Rate | 9.875% | [5] | 9.875% | 9.875% | |||||||
Maturity Date | 2018-04 | ||||||||||
Unamortized Deferred Financing Costs | [5] | $ 8,708,000 | |||||||||
Fair Value of Debt | [1],[5] | 138,750,000 | |||||||||
Carrying Value of Debt | [5] | 400,000,000 | 400,000,000 | ||||||||
Long-term debt, face amount | $ 400,000,000 | $ 150,000,000 | $ 150,000,000 | $ 250,000,000 | $ 250,000,000 | ||||||
Effective interest rate | 11.00% | ||||||||||
Vehicle Financings | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest Rate | [6] | 5.61% | |||||||||
Maturity date description | [6] | Various | |||||||||
Unamortized Deferred Financing Costs | [6] | $ 0 | |||||||||
Fair Value of Debt | [1],[6] | 12,303,000 | |||||||||
Carrying Value of Debt | [6] | $ 12,303,000 | 14,872,000 | ||||||||
Debt instrument maturity year, minimum | 2,016 | ||||||||||
Debt instrument maturity year, maximum | 2,020 | ||||||||||
Notes payable, non-current | $ 0 | 300,000 | |||||||||
Capital lease obligation, non-current | $ 12,300,000 | 14,600,000 | |||||||||
Notes Payable | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest Rate | [7] | 4.25% | |||||||||
Maturity Date | 2019-04 | ||||||||||
Unamortized Deferred Financing Costs | [7] | $ 0 | |||||||||
Fair Value of Debt | [1],[7] | 6,492,000 | |||||||||
Carrying Value of Debt | [7] | $ 6,492,000 | $ 0 | ||||||||
Appalachian Water Services | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Business acquisition equity interest issuable, value | $ 11,000,000 | ||||||||||
Remaining interest in NCI acquired, percent | 49.00% | 49.00% | |||||||||
Business acquisition, cash consideration | $ 4,000,000 | $ 4,000,000 | |||||||||
Payment amount to acquire remaining NCI | 7,400,000 | 7,400,000 | |||||||||
Appalachian Water Services | Notes Payable | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Payment amount to acquire remaining NCI | $ 7,400,000 | $ 7,400,000 | |||||||||
[1] | The estimated fair value of our 2018 Notes is based on quoted market prices as of December 31, 2015. Our ABL Facility and capital leases for vehicle financings bear interest at rates commensurate with market rates and therefore their respective carrying values approximate fair value. | ||||||||||
[2] | The issuance discount represents the unamortized difference between the $250.0 million aggregate principal amount of the 2018 Notes issued in April 2012 and the proceeds received upon issuance (excluding interest and fees). The issuance premium represents the unamortized difference between the proceeds received in connection with the November 2012 issuance of the 2018 Notes (excluding interest and fees) and the $150.0 million aggregate principal amount thereunder. | ||||||||||
[3] | As a result of the probability of breaching one of the financial covenants if we are not successful at restructuring our debt (see "Subsequent Events Related to Restructuring" later in this section), the carrying value of the ABL Facility and the 2018 Notes was reclassified to current liabilities in the consolidated balance sheet as of December 31, 2015. | ||||||||||
[4] | The interest rate presented represents the interest rate on the $125.0 million asset-based revolving credit facility (the “ABL Facility”) at December 31, 2015. | ||||||||||
[5] | The interest rate presented represents the coupon rate on our outstanding $400.0 million aggregate principal amounts of 9.875% Senior Notes due 2018 (the “2018 Notes”), excluding the effects of deferred financing costs, original issue discounts and original issue premiums. Including the impact of these items, the effective interest rate on the 2018 Notes is approximately 11.0%. Interest payments are due semi-annually in April and October. | ||||||||||
[6] | Vehicle financings consist of installment notes payable and capital lease arrangements related to fleet purchases with a weighted-average annual interest rate of approximately 5.61% and which mature in varying installments between 2016 and 2020. Installment notes payable and capital lease obligations for vehicle financings were $0.0 million and $12.3 million, respectively, at December 31, 2015, and were $0.3 million and $14.6 million, respectively, at December 31, 2014. | ||||||||||
[7] | During the three months months ended June 30, 2015, we settled our obligation to acquire the remaining 49% interest in AWS from the non-controlling interest holder with a $4.0 million cash payment and a $7.4 million note payable with principal and interest due in equal quarterly installments through April 2019. |
Debt - Principal Repayments (D
Debt - Principal Repayments (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Disclosure [Abstract] | ||
2,016 | $ 508,136 | |
2,017 | 6,475 | |
2,018 | 3,404 | |
2,019 | 1,994 | |
2,020 | 618 | |
Thereafter | 0 | |
Total | $ 520,627 | $ 597,937 |
Debt - Additional Information
Debt - Additional Information (Detail) | Nov. 05, 2012USD ($) | Apr. 10, 2012USD ($) | Nov. 30, 2015USD ($) | Mar. 10, 2016USD ($) | Dec. 31, 2015USD ($) | Jun. 30, 2015USD ($) | Apr. 15, 2015 | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Mar. 01, 2018 | Feb. 29, 2016USD ($) | Feb. 01, 2016USD ($) | Apr. 13, 2015USD ($) | Jan. 31, 2015USD ($) | Mar. 31, 2014USD ($) | Feb. 28, 2014USD ($) | Nov. 30, 2012USD ($) | Apr. 30, 2012USD ($) | |||
Debt Instrument [Line Items] | |||||||||||||||||||||
Unsecured note | $ 520,627,000 | $ 520,627,000 | $ 597,937,000 | ||||||||||||||||||
Long-term debt | $ 520,175,000 | $ 520,175,000 | 597,318,000 | ||||||||||||||||||
Leverage ratio | 3 | 3 | |||||||||||||||||||
Fixed charges coverage ratio | 1.1 | 1.1 | |||||||||||||||||||
Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 245,000,000 | ||||||||||||||||||||
Debt instrument leverage ratio, actual (less than) | 3 | 3 | |||||||||||||||||||
Senior secured indebtedness limits under 2018 Notes indenture | Senior Loans | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 150,000,000 | $ 150,000,000 | |||||||||||||||||||
2018 Notes | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Long-term debt, face amount | $ 150,000,000 | $ 250,000,000 | $ 400,000,000 | $ 400,000,000 | $ 150,000,000 | $ 250,000,000 | |||||||||||||||
Interest rate | 9.875% | 9.875% | 9.875% | [1] | 9.875% | [1] | |||||||||||||||
Proceeds from debt | $ 147,000,000 | $ 240,800,000 | |||||||||||||||||||
Redemption price, percentage | 109.875% | ||||||||||||||||||||
Unsecured note | [1] | $ 400,000,000 | $ 400,000,000 | 400,000,000 | |||||||||||||||||
Fixed charges coverage ratio | 2 | 2 | |||||||||||||||||||
2018 Notes | Minimum | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Percentage of principal amount redeemed | 35.00% | ||||||||||||||||||||
Senior Loans | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 150,000,000 | $ 150,000,000 | |||||||||||||||||||
Amended Revolving Credit Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Line of credit borrowing, current borrowing capacity | $ 325,000,000 | ||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | 425,000,000 | ||||||||||||||||||||
Amended Revolving Credit Facility | Accordion Feature | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Line of credit borrowing, current borrowing capacity | 100,000,000 | ||||||||||||||||||||
Credit Agreement | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Write off unamortized costs related to credit facility | $ 1,000,000 | ||||||||||||||||||||
Line of credit borrowing, current borrowing capacity | 900,000 | 900,000 | |||||||||||||||||||
Line of credit facility, maximum borrowing capacity | 16,500,000 | 16,500,000 | |||||||||||||||||||
Remaining borrowing capacity | 15,600,000 | $ 15,600,000 | |||||||||||||||||||
Excess availability threshold | 12.50% | ||||||||||||||||||||
Interest rate term | (i) the greater of (a) the prime lending rate as publicly announced by Wells Fargo, (b) the Federal Funds rate plus 0.5% or (c) the one month LIBOR plus 1.0%, plus, in each case, an applicable margin of 0.75% to 1.50% or (ii) the LIBOR rate plus an applicable margin of 1.75% to 2.50% | ||||||||||||||||||||
Credit Agreement | Revolving credit facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Write off unamortized costs related to credit facility | 3,200,000 | ||||||||||||||||||||
Deferred financing costs capitalized | 3,600,000 | ||||||||||||||||||||
Credit Agreement | Wells Fargo Bank | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | 225,000,000 | ||||||||||||||||||||
Line Of Credit Facility Period Before Maturity Of Other Material Indebtedness Including Senior Notes | 90 days | ||||||||||||||||||||
Remaining borrowing capacity | $ 900,000 | $ 900,000 | |||||||||||||||||||
ABL facility borrowing terms | The Fourth ABL Facility Amendment reduced the maximum revolver availability from $195.0 million to $125.0 million, and institutes an Advance Rate equal to the lower of 94% of the net book value of eligible machinery and equipment, which falls 1% each month starting February 1, 2016 until the advance rate is reduced to 70% (the "Eligible Equipment NBV Advance Rate") or 84% of the net orderly liquidation value of eligible machinery and equipment which falls 1% each month starting February 1, 2016 until the advance rate is reduced to 60% (the "Eligible Equipment NOLV Advance Rate"). The borrowing base is evaluated monthly. The ABL Facility includes a letter of credit sub-limit of $10.0 million and a swingline facility sub-limit equal to 10% of the total facility size for more immediate cash needs. | ||||||||||||||||||||
Credit Agreement | Accordion Feature | Wells Fargo Bank | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Line of credit borrowing, current borrowing capacity | $ 50,000,000 | 25,000,000 | |||||||||||||||||||
Line Of Credit Facility Expiration Term | 5 years | ||||||||||||||||||||
Credit Agreement | Federal Funds Rate | Wells Fargo Bank | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Interest rate percentage | 0.50% | ||||||||||||||||||||
Credit Agreement | London inter-bank offered rate | Wells Fargo Bank | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Interest rate percentage | 1.00% | ||||||||||||||||||||
Minimum interest applicable margin | 0.75% | ||||||||||||||||||||
Maximum interest applicable margin | 1.50% | ||||||||||||||||||||
Credit Agreement | Minimum | London inter-bank offered rate | Wells Fargo Bank | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Interest rate percentage | 1.75% | ||||||||||||||||||||
Credit Agreement | Maximum | Wells Fargo Bank | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Line of credit borrowing, current borrowing capacity | $ 245,000,000 | $ 200,000,000 | |||||||||||||||||||
Credit Agreement | Maximum | London inter-bank offered rate | Wells Fargo Bank | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Interest rate percentage | 2.50% | ||||||||||||||||||||
ABL Facility Amendment | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Debt instrument, fee amount | $ 0 | ||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 195,000,000 | ||||||||||||||||||||
Vehicle Financings | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Interest rate | [2] | 5.61% | 5.61% | ||||||||||||||||||
Unsecured note | [2] | $ 12,303,000 | $ 12,303,000 | 14,872,000 | |||||||||||||||||
Asset Based Revolving Credit Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Interest rate | [3] | 2.84% | 2.84% | ||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 125,000,000 | $ 125,000,000 | |||||||||||||||||||
Unsecured note | [3] | $ 101,832,000 | $ 101,832,000 | 183,065,000 | |||||||||||||||||
Asset Based Revolving Credit Facility | Wells Fargo Bank | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Percent of accounts receivable contributing to maximum borrowing capacity | 84.00% | 84.00% | |||||||||||||||||||
Notes Payable | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Interest rate | [4] | 4.25% | 4.25% | ||||||||||||||||||
Unsecured note | [4] | $ 6,492,000 | $ 6,492,000 | $ 0 | |||||||||||||||||
Fourth ABL Facility Amendment | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Long-term debt, face amount | 150,000,000 | 150,000,000 | |||||||||||||||||||
Write off unamortized costs related to credit facility | 1,100,000 | ||||||||||||||||||||
Debt issuance cost | 300,000 | ||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | 125,000,000 | 125,000,000 | |||||||||||||||||||
Eligible Equipment NBV Advance Rate | 94.00% | ||||||||||||||||||||
Line of Credit Facility, Net Book Value Advance Rate, Monthly Decrease | 1.00% | ||||||||||||||||||||
Line of Credit Facility, Ultimate Orderly Net Book Value Advance Rate | 70.00% | ||||||||||||||||||||
Eligible Equipment NOVL Advance Rate | 84.00% | ||||||||||||||||||||
Line of Credit Facility, Orderly Liquidation Value Advance Rate, Monthly Decrease | 1.00% | ||||||||||||||||||||
Ultimate orderly liquidation value advance rate | 60.00% | ||||||||||||||||||||
Fourth ABL Facility Amendment | Wells Fargo Bank | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 125,000,000 | ||||||||||||||||||||
Scenario, Forecast | Fourth ABL Facility Amendment | Wells Fargo Bank | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Eligible Equipment NOVL Advance Rate | 60.00% | ||||||||||||||||||||
Letter of Credit | Credit Agreement | Wells Fargo Bank | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 10,000,000 | $ 10,000,000 | |||||||||||||||||||
Swingline Loans | Credit Agreement | Wells Fargo Bank | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Swing line facility sub-limit borrowing capacity of total facility size, percentage | 10.00% | 10.00% | |||||||||||||||||||
Appalachian Water Services | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Business acquisition equity interest issuable, value | $ 11,000,000 | ||||||||||||||||||||
Subsequent Event | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Ultimate orderly liquidation value advance rate | 80.00% | ||||||||||||||||||||
Subsequent Event | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Long-term Line of Credit | $ 81,800,000 | ||||||||||||||||||||
Line of Credit, Increase 9Decrease) in Borrowing Capacity | $ (18,000,000) | ||||||||||||||||||||
Subsequent Event | Wells Fargo Bank | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Line of Credit Facility, Orderly Liquidation Value Advance Rate, Monthly Decrease | 1.00% | ||||||||||||||||||||
Subsequent Event | 2018 Notes | Maximum | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Long-term debt, face amount | $ 24,000,000 | ||||||||||||||||||||
Subsequent Event | Credit Agreement | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Repayments of Debt | 20,000,000 | ||||||||||||||||||||
Subsequent Event | Credit Agreement | Wells Fargo Bank | Asset Based Loan Facility | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Line of credit borrowing, current borrowing capacity | $ 700,000 | ||||||||||||||||||||
Repayments of Debt | $ 20,000,000 | ||||||||||||||||||||
Rocky Mountain Pipeline | Fourth ABL Facility Amendment | |||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||
Aggregate Investment Free from Lien | $ 5,000,000 | ||||||||||||||||||||
[1] | The interest rate presented represents the coupon rate on our outstanding $400.0 million aggregate principal amounts of 9.875% Senior Notes due 2018 (the “2018 Notes”), excluding the effects of deferred financing costs, original issue discounts and original issue premiums. Including the impact of these items, the effective interest rate on the 2018 Notes is approximately 11.0%. Interest payments are due semi-annually in April and October. | ||||||||||||||||||||
[2] | Vehicle financings consist of installment notes payable and capital lease arrangements related to fleet purchases with a weighted-average annual interest rate of approximately 5.61% and which mature in varying installments between 2016 and 2020. Installment notes payable and capital lease obligations for vehicle financings were $0.0 million and $12.3 million, respectively, at December 31, 2015, and were $0.3 million and $14.6 million, respectively, at December 31, 2014. | ||||||||||||||||||||
[3] | The interest rate presented represents the interest rate on the $125.0 million asset-based revolving credit facility (the “ABL Facility”) at December 31, 2015. | ||||||||||||||||||||
[4] | During the three months months ended June 30, 2015, we settled our obligation to acquire the remaining 49% interest in AWS from the non-controlling interest holder with a $4.0 million cash payment and a $7.4 million note payable with principal and interest due in equal quarterly installments through April 2019. |
Debt - Redemption Price (Detai
Debt - Redemption Price (Detail) | 12 Months Ended |
Dec. 31, 2015 | |
2,016 | |
Debt Instrument, Redemption [Line Items] | |
Redemption price, percentage | 102.469% |
2017 and thereafter | |
Debt Instrument, Redemption [Line Items] | |
Redemption price, percentage | 100.00% |
Debt - Debt Restructuring (Deta
Debt - Debt Restructuring (Details) - USD ($) | 12 Months Ended | ||||||||||
Dec. 31, 2015 | Apr. 15, 2018 | Dec. 31, 2017 | Oct. 15, 2016 | Feb. 01, 2016 | Nov. 30, 2015 | Nov. 30, 2012 | Nov. 05, 2012 | Apr. 30, 2012 | Apr. 10, 2012 | ||
2018 Notes | |||||||||||
Troubled Debt Restructuring, Debtor, Current Period [Line Items] | |||||||||||
Interest rate | 9.875% | [1] | 9.875% | 9.875% | |||||||
Long-term debt, face amount | $ 400,000,000 | $ 150,000,000 | $ 150,000,000 | $ 250,000,000 | $ 250,000,000 | ||||||
2021 Notes | |||||||||||
Troubled Debt Restructuring, Debtor, Current Period [Line Items] | |||||||||||
Interest rate | 13.00% | ||||||||||
Interest paid in-Kind, paid in year two | 50.00% | ||||||||||
Interest paid in cash, paid in year two | 50.00% | ||||||||||
Fourth ABL Facility Amendment | |||||||||||
Troubled Debt Restructuring, Debtor, Current Period [Line Items] | |||||||||||
Ultimate orderly liquidation value advance rate | 60.00% | ||||||||||
Long-term debt, face amount | $ 150,000,000 | ||||||||||
Eligible Equipment NBV Advance Rate | 94.00% | ||||||||||
Johnsrud. Pursuant | 2018 Notes | |||||||||||
Troubled Debt Restructuring, Debtor, Current Period [Line Items] | |||||||||||
Aggregate principal amount of debt restructured | $ 31,400,000 | ||||||||||
Subsequent Event | |||||||||||
Troubled Debt Restructuring, Debtor, Current Period [Line Items] | |||||||||||
Ultimate orderly liquidation value advance rate | 80.00% | ||||||||||
Exercise price of warrants | $ 0.01 | ||||||||||
Back stop amount | $ 5,000,000 | ||||||||||
Subsequent Event | 2018 Notes | |||||||||||
Troubled Debt Restructuring, Debtor, Current Period [Line Items] | |||||||||||
Debt restructuring, percent (more than) | 80.00% | ||||||||||
Subsequent Event | 2021 Notes | |||||||||||
Troubled Debt Restructuring, Debtor, Current Period [Line Items] | |||||||||||
Eligible Equipment NBV Advance Rate | 80.00% | ||||||||||
Subsequent Event | Maximum | 2018 Notes | |||||||||||
Troubled Debt Restructuring, Debtor, Current Period [Line Items] | |||||||||||
Aggregate principal amount of debt restructured | $ 368,600,000 | ||||||||||
Long-term debt, face amount | $ 24,000,000 | ||||||||||
Subsequent Event | Common Stock | |||||||||||
Troubled Debt Restructuring, Debtor, Current Period [Line Items] | |||||||||||
Percent of securities called by warrants | 15.00% | ||||||||||
Scenario, Forecast | 2021 Notes | |||||||||||
Troubled Debt Restructuring, Debtor, Current Period [Line Items] | |||||||||||
Interest rate | 10.00% | 10.00% | 12.50% | ||||||||
[1] | The interest rate presented represents the coupon rate on our outstanding $400.0 million aggregate principal amounts of 9.875% Senior Notes due 2018 (the “2018 Notes”), excluding the effects of deferred financing costs, original issue discounts and original issue premiums. Including the impact of these items, the effective interest rate on the 2018 Notes is approximately 11.0%. Interest payments are due semi-annually in April and October. |
Fair Value Measurements - Meas
Fair Value Measurements - Measured on a Recurring Basis and Hierarchy (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value Disclosures [Abstract] | ||
Assets - cost method investment | $ 3,169 | $ 3,169 |
Liabilities: | ||
Contingent consideration | 8,628 | 9,824 |
Financing obligation to acquire non-controlling interest | $ 0 | $ 11,000 |
Fair Value Measurements - Addi
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Thousands, shares in Millions | Jul. 09, 2013 | Jun. 30, 2015 | Jan. 31, 2015 | Jun. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jul. 31, 2013 | Feb. 03, 2012 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Contingent consideration | $ 8,628 | $ 9,824 | |||||||
Payment amount to acquire remaining NCI | $ 4,000 | ||||||||
Notes Payable | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Payment amount to acquire remaining NCI | $ 7,400 | ||||||||
Keystone | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Contingent consideration | $ 7,500 | ||||||||
Payments for contingent consideration | 900 | $ 500 | $ 900 | ||||||
Keystone | Maximum | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Issuance of common stock for acquisitions (in shares) (less than) | 0.1 | ||||||||
Ideal Oilfield | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Contingent consideration | $ 8,100 | ||||||||
Issuance of common stock for acquisitions (in shares) (less than) | 0.2 | ||||||||
Business acquisition equity interest issuable, value | $ 6,700 | ||||||||
Ideal Oilfield | Maximum | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Contingent consideration | $ 8,500 | ||||||||
Appalachian Water Services | |||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||
Remaining interest in NCI acquired, percent | 49.00% | 49.00% | |||||||
Business acquisition equity interest issuable, value | $ 11,000 |
Fair Value Measurements - Chan
Fair Value Measurements - Changes to Contingent Consideration (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Less: current portion | $ (8,628) | $ (9,274) |
Long-term portion of contingent consideration | 0 | 550 |
Contingent consideration | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | 9,824 | 15,457 |
Accretion | 0 | 476 |
Changes in fair value of contingent consideration, net | (287) | (1,306) |
Balance at end of period | 8,628 | 9,824 |
Less: current portion | (8,628) | (9,274) |
Long-term portion of contingent consideration | 0 | 550 |
Contingent consideration | Cash | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Contingent consideration liability settlement | (909) | (1,014) |
Contingent consideration | Common Stock | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Contingent consideration liability settlement | $ 0 | $ (3,789) |
Equity (Details)
Equity (Details) - shares | Aug. 27, 2014 | Jul. 02, 2014 | Mar. 14, 2014 | Jul. 18, 2013 | Jul. 09, 2013 | Jun. 17, 2013 | Dec. 31, 2015 | Dec. 31, 2014 |
Class of Stock [Line Items] | ||||||||
Earn-out settlement (in shares) | 200,000 | |||||||
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 | ||||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | ||||||
2010 Class Action | ||||||||
Class of Stock [Line Items] | ||||||||
Issuance of common stock for acquisitions (in shares) | 500,000 | 300,000 | ||||||
Utica Shale basin | ||||||||
Class of Stock [Line Items] | ||||||||
Issuance of common stock for acquisitions (in shares) | 500,000 | |||||||
Ideal Oilfield | ||||||||
Class of Stock [Line Items] | ||||||||
Issuance of common stock for acquisitions (in shares) | 200,000 | |||||||
2010 Derivative Action | ||||||||
Class of Stock [Line Items] | ||||||||
Issuance of common stock for acquisitions (in shares) | 100,000 |
Share-based Compensation - Sto
Share-based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock-based compensation | $ 2,321 | $ 2,971 | $ 3,708 |
Income tax (expense) benefit | 0 | 0 | (15) |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock-based compensation | 536 | 835 | 1,709 |
Restricted stock | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock-based compensation | 428 | 766 | 1,431 |
Income tax (expense) benefit | 2,600 | ||
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Stock-based compensation | $ 1,357 | $ 1,370 | $ 568 |
Share-based Compensation - Add
Share-based Compensation - Additional Information (Detail) - USD ($) shares in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation cost not yet recognized, net of forfeitures | $ 0 | $ 0 | $ (15,000) |
Unrecognized compensation expense expected recognition period | 1 year 6 months | ||
Stock option maximum contractual term | 8 years 7 months 6 days | 7 years 2 months 12 days | 6 years 6 months |
Hours per week | 20 hours | ||
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock vesting period | 3 years | ||
Stock options | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock option maximum contractual term | 10 years | ||
Restricted stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation cost not yet recognized, net of forfeitures | $ 2,600,000 | ||
Fair value of shares vested during period | 400,000 | $ 500,000 | $ 400,000 |
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of shares vested during period | $ 2,500,000 | $ 400,000 | |
Restricted stock units | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock vesting period | 3 years | ||
Restricted stock units | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock vesting period | 2 years | ||
Employee Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Discount rate for stock purchases under ESPP | 5.00% | ||
Annual employee contribution to plan through payroll deduction | $ 25,000 | ||
Two Thousand Nine Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 1.5 | ||
Additional stock-based awards to be issued | 1.4 |
Share-based Compensation - Ass
Share-based Compensation - Assumptions of Stock Awards Granted (Detail) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Volatility | 55.30% | 48.70% | 44.40% |
Expected term (years) | 8 years | 8 years | 8 years |
Risk free interest rate | 1.80% | 2.40% | 2.00% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Share-based Compensation - S82
Share-based Compensation - Stock Option Activity (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Shares Outstanding and Exercisable | |||
Options outstanding, beginning balance (in shares) | 232 | 316 | 399 |
Granted (in shares) | 736 | 16 | 74 |
Exercised (in shares) | 0 | 0 | 0 |
Forfeited, canceled, or expired (in shares) | (145) | (100) | (157) |
Options outstanding, beginning balance (in shares) | 823 | 232 | 316 |
Exercisable, ending balance | 92 | 102 | 184 |
Weighted-Average Exercise Price | |||
Options outstanding, beginning balance | $ 40.30 | $ 39.40 | $ 41.80 |
Granted | 5.29 | 16.14 | 32.10 |
Exercised | 0 | 0 | 0 |
Forfeited, canceled, or expired | 28.06 | 33.46 | 42.10 |
Options outstanding, ending balance | 11.16 | 40.30 | 39.40 |
Exercisable, ending balance | $ 40.63 | $ 45.82 | $ 42.30 |
Additional Disclosures | |||
Stock option maximum contractual term | 8 years 7 months 6 days | 7 years 2 months 12 days | 6 years 6 months |
Stock option, exercisable, contractual term | 5 years 3 months 18 days | 5 years 10 months 24 days | 2 years 7 months 6 days |
Stock option intrinsic value | $ 0 | $ 0 | $ 0 |
Stock option, exercisable, intrinsic value | $ 0 | $ 0 | $ 0 |
Share-based Compensation - Non
Share-based Compensation - Non-Vested Shares of Restricted Stock and RSUs (Detail) - $ / shares shares in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Restricted stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Number of shares, beginning balance | 66 | 93 | 87 | |
Granted (in shares) | 420 | 65 | 41 | |
Vested (in shares) | (39) | (87) | (25) | |
Forfeited (in shares) | 0 | (5) | (10) | |
Number of shares, ending balance | 447 | 66 | 93 | 87 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||
Weighted average grant date fair value | $ 9.78 | $ 35.64 | $ 51.30 | |
Granted | 1.25 | 7.92 | 15.82 | |
Vested | 10.23 | 33.96 | 52.87 | |
Forfeited | 0 | 39.90 | 47.43 | |
Weighted average grant date fair value | $ 1.73 | $ 9.78 | $ 35.64 | $ 51.30 |
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Number of shares, beginning balance | 248 | 56 | 0 | |
Granted (in shares) | 164 | 296 | 62 | |
Vested (in shares) | (123) | (26) | 0 | |
Forfeited (in shares) | (29) | (78) | (6) | |
Number of shares, ending balance | 260 | 248 | 56 | 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||
Weighted average grant date fair value | $ 18.42 | $ 35.64 | $ 0 | |
Granted | 3.54 | 14.90 | $ 34.40 | |
Vested | 20 | 16.05 | 0 | |
Forfeited | 10.94 | 18.19 | 36.30 | |
Weighted average grant date fair value | $ 8.04 | $ 18.42 | $ 35.64 | $ 0 |
- Components of (Expense) Benef
- Components of (Expense) Benefit for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Current income tax (benefit) expense: | ||||
Federal | $ (137) | $ 0 | $ (3,443) | |
State | 21 | 178 | (1,053) | |
Total Current | (116) | 178 | (4,496) | |
Deferred income tax benefit: | ||||
Federal | 115 | (8,589) | (64,292) | |
State | (116) | (4,052) | (4,307) | |
Total Deferred | (1) | (12,641) | (68,599) | |
Total income tax benefit attributable to continuing operations | $ (117) | [1] | $ (12,463) | $ (73,095) |
[1] | The Parent's tax benefit offsets the tax expense reflected in the Guarantor Subsidiaries. |
Income Taxes - Additional Info
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Operating Loss Carryforwards [Line Items] | |||||
U.S. federal income tax benefit at statutory rate | 35.00% | 35.00% | 35.00% | ||
Corporate income tax rate | 5.15% | 4.53% | |||
Change in deferred income taxes | $ 1,100,000 | ||||
Net operating losses | $ 154,007,000 | $ 127,603,000 | |||
Capital loss carry forward | 68,157,000 | 0 | |||
Deferred Tax Liabilities, Net | 270,000 | 269,000 | |||
Valuation allowance | 171,720,000 | 70,331,000 | $ 6,076,000 | ||
Unrecognized tax benefits | 0 | 215,000 | $ 283,000 | ||
Income tax penalties and interest accrued | 0 | $ 100,000 | |||
Expires in 2029 Through 2035 | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating losses | 406,300,000 | ||||
Expires in 2017 Through 2035 | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating losses | 275,200,000 | ||||
Expires in 2020 | |||||
Operating Loss Carryforwards [Line Items] | |||||
Capital loss carry forward | $ 184,800,000 | ||||
Minimum | |||||
Operating Loss Carryforwards [Line Items] | |||||
Income tax examination, statute of limitations period | 3 years | ||||
Maximum | |||||
Operating Loss Carryforwards [Line Items] | |||||
Income tax examination, statute of limitations period | 4 years |
Income Taxes - Income Tax Rate
Income Taxes - Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
U.S. federal income tax benefit at statutory rate | 35.00% | 35.00% | 35.00% |
State and local income taxes, net of federal benefit | 0.90% | 1.30% | 4.10% |
Compensation | (0.60%) | (0.20%) | (0.30%) |
Change in fair value of contingent consideration | 0.00% | 0.10% | 0.10% |
Impairment of Goodwill | (18.80%) | (19.00%) | 0.00% |
Change in valuation allowance | (16.40%) | (14.10%) | (2.10%) |
Other | (0.10%) | (0.40%) | (1.50%) |
Benefit for income taxes | 0.00% | 2.70% | 35.30% |
Income Taxes - Deferred Tax As
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Deferred tax assets: | |||
Reserves | $ 1,461 | $ 3,089 | |
Net operating losses | 154,007 | 127,603 | |
Equity based compensation | 602 | 1,234 | |
Intangible asset and goodwill | 18,815 | 19,888 | |
Capital loss carry forward | 68,157 | 0 | |
Other | 7,902 | 8,642 | |
Total | 250,944 | 160,456 | |
Less: Valuation allowance | (171,720) | (70,331) | $ (6,076) |
Total deferred tax assets | 79,224 | 90,125 | |
Deferred tax liabilities: | |||
Fixed assets | (77,470) | (86,947) | |
Deferred financing costs | (1,433) | (2,793) | |
Other | (591) | (654) | |
Total deferred tax liabilities | (79,494) | (90,394) | |
Total deferred tax liabilities | (270) | (269) | |
Current deferred tax assets, net: | |||
Deferred tax assets | 0 | 6,815 | |
Deferred tax liabilities | 0 | (653) | |
Valuation allowance | 0 | (2,983) | |
Total current deferred tax assets, net | 0 | 3,179 | |
Long-term deferred tax liabilities, net: | |||
Deferred tax assets | 250,944 | 153,641 | |
Deferred tax liabilities | (79,494) | (89,741) | |
Valuation allowance | (171,720) | (67,348) | |
Total long-term deferred tax liabilities, net | $ (270) | $ (3,448) |
Income Taxes - Reconciliation
Income Taxes - Reconciliation of Valuation Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes Valuation Allowance [Roll Forward] | ||
Balance at beginning of period | $ 70,331 | $ 6,076 |
Additions to valuation allowance | 101,389 | 64,255 |
Valuation allowance release, net | 0 | 0 |
Balance at end of period | $ 171,720 | $ 70,331 |
Income Taxes - Unrecognized Ta
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Unrecognized tax benefits balance at beginning of year | $ 215 | $ 283 |
Additions for tax positions taken in prior periods | 0 | 0 |
Reductions for lapses of statute of limitations | (215) | (68) |
Unrecognized tax benefits balance at end of year | $ 0 | $ 215 |
Commitments and Contingencies
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Loss Contingencies [Line Items] | |||
Environmental accrual | $ 300 | $ 700 | |
Present value of net minimum payments | 12,303 | 14,600 | |
Operating lease and rental contracts expenses | 6,100 | 7,700 | $ 7,500 |
Asset retirement obligations | 3,000 | 2,900 | |
Surety bonds | 9,900 | 7,000 | |
Irrevocable letters of credit facilities outstanding | $ 5,200 | $ 4,800 | |
Capital Lease Obligations | |||
Loss Contingencies [Line Items] | |||
Capital lease obligations, interest rate | 5.61% |
Commitments and Contingencies91
Commitments and Contingencies - Assets Held Under Capital Leases (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Leased equipment | $ 17,140 |
Less accumulated depreciation | (9,133) |
Leased equipment, net | $ 8,007 |
Commitments and Contingencies92
Commitments and Contingencies - Future Minimum Lease Payments (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Operating Leases | ||
2,016 | $ 4,044 | |
2,017 | 3,146 | |
2,018 | 2,213 | |
2,019 | 666 | |
2,020 | 606 | |
Thereafter | 1,675 | |
Total minimum lease payments | 12,350 | |
Capital Leases | ||
2,016 | 5,134 | |
2,017 | 5,036 | |
2,018 | 1,791 | |
2,019 | 679 | |
2,020 | 622 | |
Thereafter | 0 | |
Total minimum lease payments | 13,262 | |
Less amount representing executor costs | (149) | |
Net minimum lease payments | 13,113 | |
Less amount representing interest (5.61% at December 31, 2015) | (810) | |
Present value of net minimum lease payments | $ 12,303 | $ 14,600 |
Capital Lease Obligations | ||
Capital Leases | ||
Capital lease obligations, interest rate | 5.61% |
Legal Matters (Details)
Legal Matters (Details) $ in Millions | Aug. 22, 2014shares | Apr. 01, 2014USD ($) | Mar. 04, 2014USD ($)shares | Jan. 07, 2014USD ($) | Dec. 05, 2013USD ($) | Jun. 30, 2015USD ($) | Jul. 31, 2014USD ($) | Apr. 30, 2014USD ($) | Oct. 31, 2013lawsuit | Sep. 30, 2013lawsuit | Oct. 31, 2013lawsuit | Jun. 30, 2015USD ($) | Mar. 31, 2015plaintiff | Dec. 31, 2014USD ($) |
Loss Contingencies [Line Items] | ||||||||||||||
Compensatory damages awarded | $ 105.2 | $ 163.8 | $ 281.6 | |||||||||||
Total value of settlement | $ 7.8 | |||||||||||||
Payments for Legal Settlements | $ 5.5 | $ 6.1 | 5.5 | |||||||||||
Litigation expense | $ 2.3 | |||||||||||||
Settlement agreement in cash | $ 13.5 | |||||||||||||
Stock To Be Issued For Legal Settlement Shares | shares | 800,000 | |||||||||||||
Stock to be issued for legal settlement, value | $ 13.5 | |||||||||||||
Stock to be issued for legal settlement, shares | shares | 266,667 | |||||||||||||
Settlement payment | 4.5 | |||||||||||||
Stock issued for legal settlement, escrow | shares | 533,333 | |||||||||||||
2013 Shareholder Derivative Actions | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Loss Contingency, New Claims Filed, Number | lawsuit | 2 | 2 | 3 | |||||||||||
Loss Contingency, Number of Plaintiffs | plaintiff | 1 | |||||||||||||
Appalachian Water Services | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Payments to Acquire Businesses, Gross | $ 4 | $ 4 | ||||||||||||
Payment amount to acquire remaining NCI | 7.4 | 7.4 | ||||||||||||
Notes Payable | Appalachian Water Services | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Payment amount to acquire remaining NCI | $ 7.4 | $ 7.4 | ||||||||||||
Insurance Settlement | ||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||
Payments for Legal Settlements | $ 7.4 |
Employee Benefit Plans (Detail)
Employee Benefit Plans (Detail) $ in Millions | Sep. 01, 2013h | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) |
Defined Contribution Plan Disclosure [Line Items] | ||||
Defined contribution plan, service period for eligibility | 60 days | |||
Company contributions to the plans | $ | $ 0.7 | $ 4.4 | $ 1.9 | |
Minimum | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Number of working hours per week required for 401k Plan | h | 25 | |||
Defined Contribution Plans 100% Participant's Contribution | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Defined contribution plan, employer matching contribution, percent of participant's contribution | 100.00% | |||
Defined Contribution Plans 100% Participant's Contribution | Maximum | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Defined contribution plan, employer matching contribution, percent of match | 3.00% | |||
Defined Contribution Plans 50% Participant Contribution | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Defined contribution plan, employer matching contribution, percent of participant's contribution | 50.00% | |||
Defined Contribution Plans 50% Participant Contribution | Maximum | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Defined contribution plan, employer matching contribution, percent of match | 2.00% |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) | Jan. 04, 2016USD ($) | Sep. 30, 2013USD ($) | Dec. 31, 2015USD ($)Well | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Jun. 30, 2015 | Dec. 31, 2009USD ($) |
Investments in and Advances to Affiliates [Line Items] | |||||||
Percentage of ownership interests acquired | 51.00% | ||||||
Write-down of cost method investments | $ 0 | $ 0 | $ 4,300,000 | ||||
Proceeds from the sale of TFI | 78,897,000 | 0 | 0 | ||||
Shale Solutions | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Purchases made by the Company from sole proprietorship (less than) | 1,300,000 | 900,000 | 700,000 | ||||
Power Fuels Merger | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Purchases made by the Company from sole proprietorship (less than) | $ 0 | 0 | |||||
Richard J. Heckman | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Reimbursement of affiliate charges | 200,000 | 400,000 | |||||
Johnsrud. Pursuant | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Payment to all cash collected on receivables | 100,000 | ||||||
Number of disposal wells | Well | 5 | ||||||
Royalties paid | $ 200,000 | 100,000 | 100,000 | ||||
Johnsrud. Pursuant | Power Fuels Merger | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Amounts payable due to affiliate | 0 | ||||||
Johnsrud. Pursuant | Maximum | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Royalties payable | 100,000 | 100,000 | |||||
Use of aircraft | Johnsrud. Pursuant | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Purchases from related party | 100,000 | $ 100,000 | |||||
Underground Solutions, Inc | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Percentage of ownership interests acquired | 7.00% | ||||||
Total investment | $ 7,200,000 | ||||||
Write-down of cost method investments | $ 3,800,000 | $ 3,800,000 | |||||
Operating loss carryforwards | 5,000,000 | ||||||
Equity method investment, aggregate cost | 3,200,000 | ||||||
Underground Solutions, Inc | Scenario, Forecast | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Proceeds from the sale of TFI | $ 85,000,000 | ||||||
2018 Notes | Johnsrud. Pursuant | |||||||
Investments in and Advances to Affiliates [Line Items] | |||||||
Aggregate principal amount of debt restructured | $ 31,400,000 |
Segments (Detail)
Segments (Detail) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015USD ($)operating_division | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | ||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 356,699 | $ 536,282 | $ 525,816 | |
Direct operating expenses | 279,881 | 392,458 | 388,353 | |
General and administrative expenses | 39,327 | 59,187 | 75,087 | |
Depreciation and amortization | 70,511 | 85,880 | 99,236 | |
Operating loss | (144,839) | (417,654) | (149,659) | |
Loss from continuing operations before income taxes | (195,284) | (469,641) | (207,135) | |
Total assets excluding those applicable to discontinued operations | $ 531,327 | 871,572 | ||
Total assets held for sale | [1] | 115,404 | ||
Shale Solutions | ||||
Segment Reporting Information [Line Items] | ||||
Number of operating divisions | operating_division | 3 | |||
Northeast | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 92,135 | 95,577 | 95,085 | |
Direct operating expenses | 74,364 | 78,621 | 75,195 | |
General and administrative expenses | 4,606 | 9,929 | 5,665 | |
Depreciation and amortization | 16,667 | 15,643 | 13,376 | |
Operating loss | (3,624) | (42,447) | 697 | |
Loss from continuing operations before income taxes | (4,228) | (40,608) | 1,158 | |
Total assets held for sale | [1] | 0 | ||
Southern | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 68,543 | 105,935 | 126,549 | |
Direct operating expenses | 58,303 | 86,987 | 109,802 | |
General and administrative expenses | 4,891 | 14,233 | 10,368 | |
Depreciation and amortization | 18,188 | 18,321 | 26,388 | |
Operating loss | (19,422) | (80,491) | (131,792) | |
Loss from continuing operations before income taxes | (19,526) | (82,440) | (132,930) | |
Total assets held for sale | [1] | 0 | ||
Rocky Mountain | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 196,021 | 334,770 | 304,182 | |
Direct operating expenses | 147,214 | 226,850 | 203,356 | |
General and administrative expenses | 6,824 | 10,791 | 9,918 | |
Depreciation and amortization | 35,043 | 51,247 | 59,035 | |
Operating loss | (97,781) | (269,813) | 31,873 | |
Loss from continuing operations before income taxes | (97,632) | (269,954) | 31,684 | |
Total assets held for sale | [1] | 0 | ||
Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 0 | 0 | 0 | |
Direct operating expenses | 0 | 0 | 0 | |
General and administrative expenses | 23,006 | 24,234 | 49,136 | |
Depreciation and amortization | 613 | 669 | 437 | |
Operating loss | (24,012) | (24,903) | (50,437) | |
Loss from continuing operations before income taxes | (73,898) | (76,639) | $ (107,047) | |
Total assets held for sale | [1] | 115,404 | ||
Reportable Subsegments | ||||
Segment Reporting Information [Line Items] | ||||
Total assets excluding those applicable to discontinued operations | [2] | 531,327 | 756,168 | |
Reportable Subsegments | Northeast | ||||
Segment Reporting Information [Line Items] | ||||
Total assets excluding those applicable to discontinued operations | [2] | 76,472 | 102,593 | |
Reportable Subsegments | Southern | ||||
Segment Reporting Information [Line Items] | ||||
Total assets excluding those applicable to discontinued operations | [2] | 128,482 | 168,191 | |
Reportable Subsegments | Rocky Mountain | ||||
Segment Reporting Information [Line Items] | ||||
Total assets excluding those applicable to discontinued operations | [2] | 263,871 | 442,784 | |
Reportable Subsegments | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Total assets excluding those applicable to discontinued operations | [2] | $ 62,502 | $ 42,600 | |
[1] | Represents the carrying value of the assets of discontinued operations (Note 21). | |||
[2] | Total assets exclude intercompany receivables eliminated in consolidation. |
Assets Held for Sale and Disc97
Assets Held for Sale and Discontinued Operations - Additional Information (Detail) - USD ($) $ in Thousands | Apr. 11, 2015 | Sep. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 04, 2015 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Escrow Account Release Period | 18 months | |||||
Proceeds from the sale of TFI | $ 78,897 | $ 0 | $ 0 | |||
Impairment of goodwill | $ 100,700 | 104,721 | 303,975 | 0 | ||
TFI | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Consideration transferred | $ 85,000 | |||||
Escrow deposits related to property sale | $ 4,300 | |||||
Proceeds from the sale of TFI | 74,600 | |||||
Gain (loss) on disposal of discontinued operation | $ 300 | $ (1,193) | 0 | 0 | ||
Impairment of assets to be disposed of | 74,400 | |||||
Recoverable value of net assets | 84,497 | |||||
Impairment of goodwill | 48,000 | |||||
Impairment of intangible assets, indefinite-lived | $ 26,400 | |||||
Industrial Solutions | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Impairment of goodwill | $ 98,500 |
Assets Held for Sale and Disc98
Assets Held for Sale and Discontinued Operations - Financial Information of Discontinued Operations (Detail) - USD ($) $ in Thousands | Apr. 11, 2015 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Income (loss) from discontinued operations | $ 906 | $ (58,426) | $ (98,251) | |||||||||
Income (loss) from discontinued operations | $ 531 | $ 350 | $ (2,089) | $ 921 | $ (14,770) | $ (45,568) | $ 1,453 | $ 459 | (287) | (58,426) | (98,251) | |
TFI | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Revenue | 19,100 | 114,382 | 116,263 | |||||||||
Income (loss) from discontinued operations before income taxes | 1,171 | (68,258) | (98,237) | |||||||||
Income tax (expense) benefit | (265) | 9,832 | (14) | |||||||||
Income (loss) from discontinued operations | 906 | (58,426) | (98,251) | |||||||||
Loss on sale of TFI, net of taxes | $ 300 | (1,193) | 0 | 0 | ||||||||
Income (loss) from discontinued operations | $ (287) | $ (58,426) | $ (98,251) |
Assets Held for Sale and Disc99
Assets Held for Sale and Discontinued Operations - Carrying Value of Assets and Liabilities Classified as Held for Sale (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Assets: | ||||
Cash and cash equivalents | $ 0 | $ 2,049 | $ 429 | |
Total current assets held for sale | 0 | 20,466 | ||
Total long-term assets held for sale | 0 | 94,938 | ||
Total assets held for sale | [1] | 115,404 | ||
Liabilities: | ||||
Total current liabilities of discontinued operations | $ 0 | 8,802 | ||
TFI | ||||
Assets: | ||||
Cash and cash equivalents | 2,049 | |||
Accounts receivable, net | 13,592 | |||
Inventories, net | 2,011 | |||
Prepaid expenses and other receivables | 2,545 | |||
Other current assets | 269 | |||
Total current assets held for sale | 20,466 | |||
Property, plant and equipment, net | 28,366 | |||
Intangible assets, net | 66,572 | |||
Goodwill | 0 | |||
Total long-term assets held for sale | 94,938 | |||
Total assets held for sale | 115,404 | |||
Liabilities: | ||||
Accounts payable | 4,544 | |||
Accrued expenses | 4,214 | |||
Current portion of long-term debt | 44 | |||
Total current liabilities of discontinued operations | 8,802 | |||
Long-term portion of debt | 61 | |||
Deferred income taxes | 22,044 | |||
Total liabilities of discontinued operations | 30,907 | |||
Net assets held for sale | $ 84,497 | |||
[1] | Represents the carrying value of the assets of discontinued operations (Note 21). |
Selected Quarterly Financial100
Selected Quarterly Financial Data (Unaudited) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Selected Quarterly Financial Information [Abstract] | |||||||||||
Revenue | $ 68,632 | $ 76,528 | $ 92,427 | $ 119,112 | $ 141,763 | $ 139,643 | $ 126,862 | $ 128,014 | |||
Loss from continuing operations | (34,412) | (128,113) | (20,647) | (11,995) | (321,124) | (99,418) | (24,722) | (11,914) | |||
Income (loss) from discontinued operations | 531 | 350 | (2,089) | 921 | (14,770) | (45,568) | 1,453 | 459 | $ (287) | $ (58,426) | $ (98,251) |
Net loss attributable to common stockholders | $ (33,881) | $ (127,763) | $ (22,736) | $ (11,074) | $ (335,894) | $ (144,986) | $ (23,269) | $ (11,455) | $ (195,454) | $ (515,604) | $ (232,291) |
Loss per common share from continuing operations: | |||||||||||
Basic and diluted (in dollars per share) | $ (1.24) | $ (4.61) | $ (0.75) | $ (0.44) | $ (11.84) | $ (3.73) | $ (0.97) | $ (0.48) | $ (7.05) | $ (17.52) | $ (5.47) |
Income (loss) per common share from discontinued operations: | |||||||||||
Basic and diluted (in dollars per share) | 0.02 | 0.01 | (0.08) | 0.03 | (0.54) | (1.71) | 0.06 | 0.02 | |||
Net loss per common share: | |||||||||||
Net (loss) income per basic and diluted common share (in dollars per share) | $ (1.22) | $ (4.60) | $ (0.83) | $ (0.41) | $ (12.38) | $ (5.44) | $ (0.91) | $ (0.46) | $ (7.06) | $ (19.76) | $ (9.48) |
Subsidiary Guarantors - Additi
Subsidiary Guarantors - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2015 | |
Guarantor Subsidiaries | |
Condensed Financial Statements, Captions [Line Items] | |
Subsidiary ownership percentage | 100.00% |
Non-Guarantor Subsidiary | |
Condensed Financial Statements, Captions [Line Items] | |
Subsidiary ownership percentage | 51.00% |
Subsidiary Guarantors - Conden
Subsidiary Guarantors - Condensed Consolidating Balance Sheet (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
ASSETS | |||
Cash and cash equivalents | $ 39,309 | $ 13,367 | $ 8,783 |
Restricted cash | 4,250 | 114 | |
Accounts receivable, net | 42,188 | 108,813 | |
Deferred income taxes | 0 | 3,179 | |
Other current assets | 6,570 | 8,733 | |
Current assets held for sale | 0 | 20,466 | |
Total current assets | 92,317 | 154,672 | |
Property, plant and equipment, net | 406,188 | 475,982 | |
Equity investments | 3,750 | 3,814 | |
Intangibles, net | 16,867 | 19,757 | |
Goodwill | 0 | 104,721 | 408,696 |
Other assets | 12,205 | 17,688 | |
Long-term assets held for sale | 0 | 94,938 | |
Total assets | 531,327 | 871,572 | |
Liabilities and Equity | |||
Accounts payable | 6,907 | 18,859 | |
Accrued expenses | 29,843 | 43,395 | |
Current portion of contingent consideration | 8,628 | 9,274 | |
Current portion of long-term debt | 508,417 | 15,863 | |
Current liabilities of discontinued operations | 0 | 8,802 | |
Total current liabilities | 553,795 | 96,193 | |
Deferred income taxes | 270 | 3,448 | |
Long-term portion of debt | 11,758 | 592,455 | |
Long-term portion of contingent consideration | 0 | 550 | |
Other long-term liabilities | 3,775 | 3,874 | |
Long-term liabilities of discontinued operations | 0 | 22,105 | |
Total shareholders' equity | (38,271) | 152,947 | |
Total liabilities and equity | 531,327 | 871,572 | |
Reportable Legal Entities | Parent | |||
ASSETS | |||
Cash and cash equivalents | 40,660 | 13,801 | 3,839 |
Restricted cash | 4,250 | 0 | |
Accounts receivable, net | 0 | 0 | |
Deferred income taxes | 0 | 173 | |
Other current assets | 490 | 738 | |
Current assets held for sale | 0 | 0 | |
Total current assets | 45,400 | 14,712 | |
Property, plant and equipment, net | 2,609 | 3,263 | |
Equity investments | 43,542 | 249,426 | |
Intangibles, net | 0 | 0 | |
Goodwill | 0 | 0 | |
Other assets | 415,492 | 453,048 | |
Long-term assets held for sale | 0 | 0 | |
Total assets | 507,043 | 720,449 | |
Liabilities and Equity | |||
Accounts payable | 172 | 1,310 | |
Accrued expenses | 13,824 | 16,404 | |
Current portion of contingent consideration | 0 | 0 | |
Current portion of long-term debt | 501,379 | 0 | |
Current liabilities of discontinued operations | 0 | 0 | |
Total current liabilities | 515,375 | 17,714 | |
Deferred income taxes | (32,488) | (33,353) | |
Long-term portion of debt | 0 | 582,446 | |
Long-term portion of contingent consideration | 0 | 0 | |
Other long-term liabilities | 62,427 | 695 | |
Long-term liabilities of discontinued operations | 0 | 0 | |
Total shareholders' equity | (38,271) | 152,947 | |
Total liabilities and equity | 507,043 | 720,449 | |
Reportable Legal Entities | Guarantor Subsidiaries | |||
ASSETS | |||
Cash and cash equivalents | (1,351) | (434) | 4,944 |
Restricted cash | 0 | 114 | |
Accounts receivable, net | 42,188 | 108,813 | |
Deferred income taxes | 0 | 3,006 | |
Other current assets | 6,080 | 7,995 | |
Current assets held for sale | 0 | 20,466 | |
Total current assets | 46,917 | 139,960 | |
Property, plant and equipment, net | 403,579 | 472,719 | |
Equity investments | 581 | 645 | |
Intangibles, net | 16,867 | 19,757 | |
Goodwill | 0 | 104,721 | |
Other assets | 72,137 | 11,208 | |
Long-term assets held for sale | 0 | 94,938 | |
Total assets | 540,081 | 843,948 | |
Liabilities and Equity | |||
Accounts payable | 6,735 | 17,549 | |
Accrued expenses | 16,019 | 26,991 | |
Current portion of contingent consideration | 8,628 | 9,274 | |
Current portion of long-term debt | 7,038 | 15,863 | |
Current liabilities of discontinued operations | 0 | 8,802 | |
Total current liabilities | 38,420 | 78,479 | |
Deferred income taxes | 32,758 | 36,801 | |
Long-term portion of debt | 11,758 | 10,009 | |
Long-term portion of contingent consideration | 0 | 550 | |
Other long-term liabilities | 416,772 | 449,747 | |
Long-term liabilities of discontinued operations | 0 | 22,105 | |
Total shareholders' equity | 40,373 | 246,257 | |
Total liabilities and equity | 540,081 | 843,948 | |
Eliminations | |||
ASSETS | |||
Cash and cash equivalents | 0 | 0 | $ 0 |
Restricted cash | 0 | 0 | |
Accounts receivable, net | 0 | 0 | |
Deferred income taxes | 0 | 0 | |
Other current assets | 0 | 0 | |
Current assets held for sale | 0 | 0 | |
Total current assets | 0 | 0 | |
Property, plant and equipment, net | 0 | 0 | |
Equity investments | (40,373) | (246,257) | |
Intangibles, net | 0 | 0 | |
Goodwill | 0 | 0 | |
Other assets | (475,424) | (446,568) | |
Long-term assets held for sale | 0 | 0 | |
Total assets | (515,797) | (692,825) | |
Liabilities and Equity | |||
Accounts payable | 0 | 0 | |
Accrued expenses | 0 | 0 | |
Current portion of contingent consideration | 0 | 0 | |
Current portion of long-term debt | 0 | 0 | |
Current liabilities of discontinued operations | 0 | 0 | |
Total current liabilities | 0 | 0 | |
Deferred income taxes | 0 | 0 | |
Long-term portion of debt | 0 | 0 | |
Long-term portion of contingent consideration | 0 | 0 | |
Other long-term liabilities | (475,424) | (446,568) | |
Long-term liabilities of discontinued operations | 0 | 0 | |
Total shareholders' equity | (40,373) | (246,257) | |
Total liabilities and equity | $ (515,797) | $ (692,825) |
Subsidiary Guarantors - Con103
Subsidiary Guarantors - Condensed Consolidating Statement of Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Condensed Income Statements, Captions [Line Items] | ||||||||||||
Revenue | $ 356,699 | $ 536,282 | $ 525,816 | |||||||||
Costs and expenses: | ||||||||||||
Direct operating expenses | 279,881 | 392,458 | 388,353 | |||||||||
General and administrative expenses | 39,327 | 59,187 | 75,087 | |||||||||
Depreciation and amortization | 70,511 | 85,880 | 99,236 | |||||||||
Impairment of long-lived assets | 5,921 | 112,436 | 111,900 | |||||||||
Impairment of long-lived assets | 0 | 112,436 | 111,900 | |||||||||
Impairment of goodwill | $ 100,700 | 104,721 | 303,975 | 0 | ||||||||
Other, net | 7,098 | 0 | 899 | |||||||||
Total costs and expenses | 501,538 | 953,936 | 675,475 | |||||||||
Loss from operations | (144,839) | (417,654) | (149,659) | |||||||||
Interest expense, net | (49,194) | (50,917) | (53,703) | |||||||||
Other expense, net | 3,827 | |||||||||||
Other income, net | 958 | 2,113 | ||||||||||
Loss on extinguishment of debt | (2,145) | (3,177) | 0 | |||||||||
(Loss) income from equity investments | (64) | (6) | 54 | |||||||||
Loss from continuing operations before income taxes | (195,284) | (469,641) | (207,135) | |||||||||
Income tax benefit | 117 | [1] | 12,463 | 73,095 | ||||||||
Loss from continuing operations | (195,167) | (457,178) | (134,040) | |||||||||
Income (loss) from discontinued operations | $ 531 | $ 350 | $ (2,089) | $ 921 | $ (14,770) | (45,568) | $ 1,453 | $ 459 | (287) | (58,426) | (98,251) | |
Net loss attributable to common stockholders | $ (33,881) | $ (127,763) | $ (22,736) | $ (11,074) | $ (335,894) | $ (144,986) | $ (23,269) | $ (11,455) | (195,454) | (515,604) | (232,291) | |
Reportable Legal Entities | Parent | ||||||||||||
Condensed Income Statements, Captions [Line Items] | ||||||||||||
Revenue | 0 | 0 | 0 | |||||||||
Costs and expenses: | ||||||||||||
Direct operating expenses | 0 | 0 | 0 | |||||||||
General and administrative expenses | 23,006 | 24,234 | 49,136 | |||||||||
Depreciation and amortization | 613 | 669 | 437 | |||||||||
Impairment of long-lived assets | 0 | 0 | ||||||||||
Impairment of long-lived assets | 0 | |||||||||||
Impairment of goodwill | 0 | 0 | 0 | |||||||||
Other, net | 393 | 0 | 864 | |||||||||
Total costs and expenses | 24,012 | 24,903 | 50,437 | |||||||||
Loss from operations | (24,012) | (24,903) | (50,437) | |||||||||
Interest expense, net | (47,741) | (48,559) | (51,318) | |||||||||
Other expense, net | 5,292 | |||||||||||
Other income, net | 0 | 0 | ||||||||||
Loss on extinguishment of debt | (2,145) | (3,177) | 0 | |||||||||
(Loss) income from equity investments | (130,855) | (439,418) | (161,203) | |||||||||
Loss from continuing operations before income taxes | (204,753) | (516,057) | (268,250) | |||||||||
Income tax benefit | 9,586 | [1] | 453 | 35,959 | ||||||||
Loss from continuing operations | (195,167) | (515,604) | (232,291) | |||||||||
Income (loss) from discontinued operations | (287) | 0 | 0 | |||||||||
Net loss attributable to common stockholders | (195,454) | (515,604) | (232,291) | |||||||||
Reportable Legal Entities | Guarantor Subsidiaries | ||||||||||||
Condensed Income Statements, Captions [Line Items] | ||||||||||||
Revenue | 356,699 | 536,282 | 525,816 | |||||||||
Costs and expenses: | ||||||||||||
Direct operating expenses | 279,881 | 392,458 | 388,353 | |||||||||
General and administrative expenses | 16,321 | 34,953 | 25,951 | |||||||||
Depreciation and amortization | 69,898 | 85,211 | 98,799 | |||||||||
Impairment of long-lived assets | 112,436 | 111,900 | ||||||||||
Impairment of long-lived assets | 0 | |||||||||||
Impairment of goodwill | 104,721 | 303,975 | 0 | |||||||||
Other, net | 6,705 | 0 | 35 | |||||||||
Total costs and expenses | 477,526 | 929,033 | 625,038 | |||||||||
Loss from operations | (120,827) | (392,751) | (99,222) | |||||||||
Interest expense, net | (1,453) | (2,358) | (2,385) | |||||||||
Other expense, net | (1,465) | |||||||||||
Other income, net | 958 | 2,113 | ||||||||||
Loss on extinguishment of debt | 0 | 0 | 0 | |||||||||
(Loss) income from equity investments | (64) | (6) | 54 | |||||||||
Loss from continuing operations before income taxes | (121,386) | (393,002) | (100,088) | |||||||||
Income tax benefit | (9,469) | [1] | 12,010 | 37,136 | ||||||||
Loss from continuing operations | (130,855) | (380,992) | (62,952) | |||||||||
Income (loss) from discontinued operations | 0 | (58,426) | (98,251) | |||||||||
Net loss attributable to common stockholders | (130,855) | (439,418) | (161,203) | |||||||||
Eliminations | ||||||||||||
Condensed Income Statements, Captions [Line Items] | ||||||||||||
Revenue | 0 | 0 | 0 | |||||||||
Costs and expenses: | ||||||||||||
Direct operating expenses | 0 | 0 | 0 | |||||||||
General and administrative expenses | 0 | 0 | 0 | |||||||||
Depreciation and amortization | 0 | 0 | 0 | |||||||||
Impairment of long-lived assets | 0 | 0 | ||||||||||
Impairment of long-lived assets | 0 | |||||||||||
Impairment of goodwill | 0 | 0 | 0 | |||||||||
Other, net | 0 | 0 | 0 | |||||||||
Total costs and expenses | 0 | 0 | 0 | |||||||||
Loss from operations | 0 | 0 | 0 | |||||||||
Interest expense, net | 0 | 0 | 0 | |||||||||
Other expense, net | 0 | |||||||||||
Other income, net | 0 | 0 | ||||||||||
Loss on extinguishment of debt | 0 | 0 | ||||||||||
(Loss) income from equity investments | 130,855 | 439,418 | 161,203 | |||||||||
Loss from continuing operations before income taxes | 130,855 | 439,418 | 161,203 | |||||||||
Income tax benefit | 0 | [1] | 0 | 0 | ||||||||
Loss from continuing operations | 130,855 | 439,418 | 161,203 | |||||||||
Income (loss) from discontinued operations | 0 | 0 | 0 | |||||||||
Net loss attributable to common stockholders | $ 130,855 | $ 439,418 | $ 161,203 | |||||||||
[1] | The Parent's tax benefit offsets the tax expense reflected in the Guarantor Subsidiaries. |
Subsidiary Guarantors - Con104
Subsidiary Guarantors - Condensed Consolidating Statement of Cash Flows (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Condensed Cash Flow Statements, Captions [Line Items] | |||||||||||
Income (loss) from discontinued operations | $ 531 | $ 350 | $ (2,089) | $ 921 | $ (14,770) | $ (45,568) | $ 1,453 | $ 459 | $ (287) | $ (58,426) | $ (98,251) |
Cash flows from operating activities: | |||||||||||
Net cash provided by operating activities from continuing operations | 49,827 | 17,376 | 66,668 | ||||||||
Net cash (used in) provided by operating activities from discontinued operations | (708) | 3,966 | 3,589 | ||||||||
Net cash provided by operating activities | 49,119 | 21,342 | 70,257 | ||||||||
Proceeds from the sale of TFI | 78,897 | 0 | 0 | ||||||||
Cash flows from investing activities: | |||||||||||
Cash paid for acquisitions, net of cash acquired | 0 | 0 | (10,570) | ||||||||
Proceeds from the sale of property, plant and equipment | 12,732 | 10,192 | 2,308 | ||||||||
Purchases of property, plant and equipment | (19,201) | (55,731) | (46,593) | ||||||||
Increase in restricted cash | (4,250) | 0 | 0 | ||||||||
Other investing activities | 2,067 | ||||||||||
Net cash provided by (used in) investing activities from continuing operations | 68,178 | (45,539) | (52,788) | ||||||||
Net cash used in investing activities from discontinued operations | (181) | (2,451) | (4,195) | ||||||||
Net cash provided by (used in) investing activities | 67,997 | (47,990) | (56,983) | ||||||||
Cash flows from financing activities: | |||||||||||
Proceeds from revolving credit facility | 0 | 107,725 | 98,501 | ||||||||
Payments on revolving credit facility | (81,647) | (67,500) | (109,501) | ||||||||
Payments for deferred financing costs | (225) | (1,030) | (855) | ||||||||
Payments on vehicle financing and other financing activities | (11,246) | (6,448) | (8,018) | ||||||||
Net cash (used in) provided by financing activities from continuing operations | (93,118) | 32,747 | (19,873) | ||||||||
Net cash (used in) provided by financing activities from discontinued operations | (105) | 105 | (400) | ||||||||
Net cash (used in) provided by financing activities | (93,223) | 32,852 | (20,273) | ||||||||
Net increase (decrease) in cash and cash equivalents | 23,893 | 6,204 | (6,999) | ||||||||
Cash and cash equivalents - beginning of year | 15,416 | 9,212 | 15,416 | 9,212 | 16,211 | ||||||
Cash and cash equivalents - end of year | 39,309 | 15,416 | 39,309 | 15,416 | 9,212 | ||||||
Less: cash and cash equivalents of discontinued operations - end of year | 0 | (2,049) | 0 | (2,049) | (429) | ||||||
Cash and cash equivalents | 39,309 | 13,367 | 39,309 | 13,367 | 8,783 | ||||||
Reportable Legal Entities | Parent | |||||||||||
Condensed Cash Flow Statements, Captions [Line Items] | |||||||||||
Income (loss) from discontinued operations | (287) | 0 | 0 | ||||||||
Cash flows from operating activities: | |||||||||||
Net cash provided by operating activities from continuing operations | 33,977 | (27,860) | 20,693 | ||||||||
Net cash (used in) provided by operating activities from discontinued operations | 0 | 0 | 0 | ||||||||
Net cash provided by operating activities | 33,977 | (27,860) | 20,693 | ||||||||
Proceeds from the sale of TFI | 78,897 | ||||||||||
Cash flows from investing activities: | |||||||||||
Cash paid for acquisitions, net of cash acquired | (10,570) | ||||||||||
Proceeds from the sale of property, plant and equipment | 255 | 0 | 0 | ||||||||
Purchases of property, plant and equipment | 0 | (1,228) | (1,597) | ||||||||
Increase in restricted cash | (4,250) | ||||||||||
Other investing activities | 2,067 | ||||||||||
Net cash provided by (used in) investing activities from continuing operations | 74,902 | (1,228) | (10,100) | ||||||||
Net cash used in investing activities from discontinued operations | 0 | 0 | 0 | ||||||||
Net cash provided by (used in) investing activities | 74,902 | (1,228) | (10,100) | ||||||||
Cash flows from financing activities: | |||||||||||
Proceeds from revolving credit facility | 107,725 | 98,501 | |||||||||
Payments on revolving credit facility | (81,647) | (67,500) | (109,501) | ||||||||
Payments for deferred financing costs | (225) | (1,030) | (855) | ||||||||
Payments on vehicle financing and other financing activities | (148) | (145) | (718) | ||||||||
Net cash (used in) provided by financing activities from continuing operations | (82,020) | 39,050 | (12,573) | ||||||||
Net cash (used in) provided by financing activities from discontinued operations | 0 | 0 | 0 | ||||||||
Net cash (used in) provided by financing activities | (82,020) | 39,050 | (12,573) | ||||||||
Net increase (decrease) in cash and cash equivalents | 26,859 | 9,962 | (1,980) | ||||||||
Cash and cash equivalents - beginning of year | 13,801 | 3,839 | 13,801 | 3,839 | 5,819 | ||||||
Cash and cash equivalents - end of year | 40,660 | 13,801 | 40,660 | 13,801 | 3,839 | ||||||
Less: cash and cash equivalents of discontinued operations - end of year | 0 | 0 | 0 | 0 | 0 | ||||||
Cash and cash equivalents | 40,660 | 13,801 | 40,660 | 13,801 | 3,839 | ||||||
Reportable Legal Entities | Guarantor Subsidiaries | |||||||||||
Condensed Cash Flow Statements, Captions [Line Items] | |||||||||||
Income (loss) from discontinued operations | 0 | (58,426) | (98,251) | ||||||||
Cash flows from operating activities: | |||||||||||
Net cash provided by operating activities from continuing operations | 15,850 | 45,236 | 45,975 | ||||||||
Net cash (used in) provided by operating activities from discontinued operations | (708) | 3,966 | 3,589 | ||||||||
Net cash provided by operating activities | 15,142 | 49,202 | 49,564 | ||||||||
Proceeds from the sale of TFI | 0 | ||||||||||
Cash flows from investing activities: | |||||||||||
Cash paid for acquisitions, net of cash acquired | 0 | ||||||||||
Proceeds from the sale of property, plant and equipment | 12,477 | 10,192 | 2,308 | ||||||||
Purchases of property, plant and equipment | (19,201) | (54,503) | (44,996) | ||||||||
Increase in restricted cash | 0 | ||||||||||
Other investing activities | 0 | ||||||||||
Net cash provided by (used in) investing activities from continuing operations | (6,724) | (44,311) | (42,688) | ||||||||
Net cash used in investing activities from discontinued operations | (181) | (2,451) | (4,195) | ||||||||
Net cash provided by (used in) investing activities | (6,905) | (46,762) | (46,883) | ||||||||
Cash flows from financing activities: | |||||||||||
Proceeds from revolving credit facility | 0 | 0 | |||||||||
Payments on revolving credit facility | 0 | 0 | 0 | ||||||||
Payments for deferred financing costs | 0 | 0 | 0 | ||||||||
Payments on vehicle financing and other financing activities | (11,098) | (6,303) | (7,300) | ||||||||
Net cash (used in) provided by financing activities from continuing operations | (11,098) | (6,303) | (7,300) | ||||||||
Net cash (used in) provided by financing activities from discontinued operations | (105) | 105 | (400) | ||||||||
Net cash (used in) provided by financing activities | (11,203) | (6,198) | (7,700) | ||||||||
Net increase (decrease) in cash and cash equivalents | (2,966) | (3,758) | (5,019) | ||||||||
Cash and cash equivalents - beginning of year | 1,615 | 5,373 | 1,615 | 5,373 | 10,392 | ||||||
Cash and cash equivalents - end of year | (1,351) | 1,615 | (1,351) | 1,615 | 5,373 | ||||||
Less: cash and cash equivalents of discontinued operations - end of year | 0 | (2,049) | 0 | (2,049) | (429) | ||||||
Cash and cash equivalents | (1,351) | (434) | (1,351) | (434) | 4,944 | ||||||
Eliminations | |||||||||||
Condensed Cash Flow Statements, Captions [Line Items] | |||||||||||
Income (loss) from discontinued operations | 0 | 0 | 0 | ||||||||
Cash flows from operating activities: | |||||||||||
Net cash provided by operating activities from continuing operations | 0 | 0 | 0 | ||||||||
Net cash (used in) provided by operating activities from discontinued operations | 0 | 0 | 0 | ||||||||
Net cash provided by operating activities | 0 | 0 | 0 | ||||||||
Proceeds from the sale of TFI | 0 | ||||||||||
Cash flows from investing activities: | |||||||||||
Proceeds from the sale of property, plant and equipment | 0 | 0 | 0 | ||||||||
Purchases of property, plant and equipment | 0 | 0 | 0 | ||||||||
Increase in restricted cash | 0 | ||||||||||
Net cash provided by (used in) investing activities from continuing operations | 0 | 0 | 0 | ||||||||
Net cash used in investing activities from discontinued operations | 0 | 0 | 0 | ||||||||
Net cash provided by (used in) investing activities | 0 | 0 | 0 | ||||||||
Cash flows from financing activities: | |||||||||||
Proceeds from revolving credit facility | 0 | 0 | |||||||||
Payments on revolving credit facility | 0 | 0 | 0 | ||||||||
Payments for deferred financing costs | 0 | 0 | 0 | ||||||||
Payments on vehicle financing and other financing activities | 0 | 0 | 0 | ||||||||
Net cash (used in) provided by financing activities from continuing operations | 0 | 0 | 0 | ||||||||
Net cash (used in) provided by financing activities from discontinued operations | 0 | 0 | 0 | ||||||||
Net cash (used in) provided by financing activities | 0 | 0 | 0 | ||||||||
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 | ||||||||
Cash and cash equivalents - beginning of year | $ 0 | $ 0 | 0 | 0 | 0 | ||||||
Cash and cash equivalents - end of year | 0 | 0 | 0 | 0 | 0 | ||||||
Less: cash and cash equivalents of discontinued operations - end of year | 0 | 0 | 0 | 0 | 0 | ||||||
Cash and cash equivalents | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |