Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 06, 2018 | Jun. 30, 2017 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | STEEL PARTNERS HOLDINGS L.P. | ||
Entity Central Index Key | 1,452,857 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 26,296,341 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 234.2 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 418,755 | $ 450,128 |
Restricted cash | 15,629 | 12,640 |
Marketable securities | 58,313 | 53,650 |
Trade and other receivables - net of allowance for doubtful accounts of $3,633 and $3,040, respectively | 188,487 | 162,883 |
Receivables from related parties | 355 | 328 |
Loans receivable, including loans held for sale of $136,773 and $80,692, respectively, net | 182,242 | 91,260 |
Inventories, net | 142,635 | 119,205 |
Prepaid expenses and other current assets | 19,597 | 17,638 |
Assets held for sale | 2,549 | 7,779 |
Total current assets | 1,028,562 | 915,511 |
Long-term loans receivable, net | 87,826 | 62,188 |
Goodwill | 170,115 | 167,423 |
Other intangible assets, net | 199,317 | 227,212 |
Deferred tax assets | 109,011 | 182,605 |
Other non-current assets | 61,074 | 30,698 |
Property, plant and equipment, net | 271,991 | 261,412 |
Long-term investments | 236,144 | 120,066 |
Total Assets | 2,164,040 | 1,967,115 |
Current liabilities: | ||
Accounts payable | 105,221 | 89,308 |
Accrued liabilities | 74,118 | 81,509 |
Financial instruments | 15,629 | 12,640 |
Deposits | 305,207 | 196,944 |
Payables to related parties | 1,563 | 1,066 |
Short-term debt | 1,624 | 1,385 |
Current portion of long-term debt | 459 | 62,928 |
Other current liabilities | 10,602 | 19,536 |
Liabilities of discontinued operations | 450 | 450 |
Total current liabilities | 514,873 | 465,766 |
Long-term deposits | 205,793 | 168,661 |
Long-term debt | 412,584 | 330,126 |
Preferred unit liability | 176,512 | 0 |
Accrued pension liabilities | 268,233 | 284,901 |
Deferred tax liabilities | 3,007 | 3,729 |
Other non-current liabilities | 16,002 | 9,674 |
Total Liabilities | 1,597,004 | 1,262,857 |
Commitments and Contingencies | ||
Capital: | ||
Partners' capital common units: 26,348,420 and 26,152,976 issued and outstanding (after deducting 10,868,367 and 10,558,687 units held in treasury, at cost of $170,858 and $164,900), respectively | 652,270 | 617,502 |
Accumulated other comprehensive loss | (106,167) | (68,761) |
Total Partners' Capital | 546,103 | 548,741 |
Noncontrolling interests in consolidated entities | 20,933 | 155,517 |
Total Capital | 567,036 | 704,258 |
Total Liabilities and Capital | $ 2,164,040 | $ 1,967,115 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 3,633 | $ 3,040 |
Loans receivable, held for sale | $ 136,733 | $ 80,692 |
Common units issued (in shares) | 26,348,420 | 26,152,976 |
Common units outstanding (in shares) | 26,348,420 | 26,152,976 |
Common units held in treasury (in shares) | 10,868,367 | 10,558,687 |
Common units held in treasury, at cost | $ 170,858 | $ 164,900 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenue: | |||
Diversified industrial net sales | $ 1,156,187 | $ 998,556 | $ 763,009 |
Energy net revenue | 135,461 | 93,995 | 132,620 |
Financial services revenue | 80,379 | 70,998 | 69,430 |
Total revenue | 1,372,027 | 1,163,549 | 965,059 |
Costs and expenses: | |||
Cost of goods sold | 958,490 | 815,576 | 670,047 |
Selling, general and administrative expenses | 337,719 | 282,298 | 230,199 |
Goodwill impairment charges | 0 | 24,254 | 19,571 |
Asset impairment charges | 2,028 | 17,259 | 68,092 |
Finance interest expense | 4,685 | 2,595 | 1,450 |
Provision for (recovery of) loan losses | 5,639 | 774 | (50) |
Interest expense | 22,804 | 11,052 | 8,862 |
Realized and unrealized loss (gain) on derivatives | 145 | (148) | (588) |
Other expense (income), net | 94 | (12,549) | (55,893) |
Total costs and expenses | 1,331,604 | 1,141,111 | 941,690 |
Income from continuing operations before income taxes, equity method income (loss) and other investments held at fair value | 40,423 | 22,438 | 23,369 |
Income tax provision (benefit) | 51,299 | 23,952 | (78,719) |
(Income) loss of associated companies and other investments held at fair value, net of taxes | (16,888) | (4,085) | 31,777 |
Net income from continuing operations | 6,012 | 2,571 | 70,311 |
Discontinued operations: | |||
Income from discontinued operations, net of taxes | 0 | 0 | 565 |
Gain on sale of discontinued operations, net of taxes | 0 | 0 | 85,692 |
Income from discontinued operations | 0 | 0 | 86,257 |
Net income | 6,012 | 2,571 | 156,568 |
Net (income) loss attributable to noncontrolling interests in consolidated entities: | |||
Continuing operations | (6,028) | 4,059 | 10,875 |
Discontinued operations | 0 | 0 | (30,708) |
Net (income) loss attributable to noncontrolling interests in consolidated entities | (6,028) | 4,059 | (19,833) |
Net (loss) income attributable to common unitholders | $ (16) | $ 6,630 | $ 136,735 |
Net (loss) income per common unit - basic | |||
Net (loss) income from continuing operations (in dollars per share) | $ 0 | $ 0.25 | $ 2.97 |
Net income from discontinued operations (in dollars per share) | 0 | 0 | 2.03 |
Net (loss) income attributable to common unitholders (in dollars per share) | 0 | 0.25 | 5 |
Net (loss) income per common unit - diluted | |||
Net (loss) income from continuing operations (in dollars per share) | 0 | 0.25 | 2.96 |
Net income from discontinued operations (in dollars per share) | 0 | 0 | 2.02 |
Net (loss) income attributable to common unitholders (in dollars per share) | $ 0 | $ 0.25 | $ 4.98 |
Weighted average number of common units outstanding - basic (in shares) | 26,053,098 | 26,353,714 | 27,317,974 |
Weighted average number of common units outstanding - diluted (in shares) | 26,053,098 | 26,486,209 | 27,442,308 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 6,012 | $ 2,571 | $ 156,568 | |
Other comprehensive income (loss), net of tax: | ||||
Gross unrealized gains (losses) on available-for-sale securities | 27,689 | 13,413 | (31,321) | |
Reclassification of unrealized losses (gains) on available-for-sale securities | [1] | 908 | (62) | 4,932 |
Gross unrealized gains (losses) on derivative financial instruments | 624 | (1,158) | (1,757) | |
Currency translation adjustments | 5,444 | (11,431) | (3,950) | |
Changes in pension liabilities and other post-retirement benefit obligations | (6,452) | (18,813) | (25,839) | |
Other comprehensive income (loss) | 28,213 | (18,051) | (57,935) | |
Comprehensive income (loss) | 34,225 | (15,480) | 98,633 | |
Comprehensive (income) loss attributable to noncontrolling interests | (8,300) | 7,617 | (17,032) | |
Comprehensive income (loss) attributable to common unitholders | 25,925 | (7,863) | 81,601 | |
Tax provision (benefit) on gross unrealized gains and losses on available-for-sale securities | 33,624 | 1,757 | (17,514) | |
Tax provision (benefit) on reclassification of unrealized gains and losses on available-for-sale securities | 329 | (36) | 19,416 | |
Tax (benefit) provision on currency translation adjustments | (249) | 113 | (235) | |
Tax benefit on changes in pension liabilities and other post-retirement benefit obligations | $ (2,346) | $ (6,676) | $ (15,429) | |
[1] | For the year ended December 31, 2017, pre-tax net unrealized holding gains of $790 and losses of $2,028 were reclassified to Other expense (income), net and Asset impairment charges, respectively. For the year ended December 31, 2016, pre-tax net unrealized holding gains of $4,298 and losses of $4,200 were reclassified to Other expense (income), net and Asset impairment charges, respectively. For the year ended December 31, 2015, pre-tax net unrealized holding losses of $54,011 were reclassified to Other expense (income), net and Asset impairment charges, and unrealized holding gains of $29,663 were reclassified to Other expense (income), net. |
Consolidated Statement of Comp6
Consolidated Statement of Comprehensive (Loss) Income (Parentheticals) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Reclassification of unrealized losses (gains) on available-for-sale securities | [1] | $ 908 | $ (62) | $ 4,932 |
Other expense (income), net and Asset impairment charges | ||||
Reclassification of unrealized losses (gains) on available-for-sale securities | 54,011 | |||
Other expense (income), net | ||||
Reclassification of unrealized losses (gains) on available-for-sale securities | (790) | (4,298) | $ (29,663) | |
Asset impairment charges | ||||
Reclassification of unrealized losses (gains) on available-for-sale securities | $ 2,028 | $ 4,200 | ||
[1] | For the year ended December 31, 2017, pre-tax net unrealized holding gains of $790 and losses of $2,028 were reclassified to Other expense (income), net and Asset impairment charges, respectively. For the year ended December 31, 2016, pre-tax net unrealized holding gains of $4,298 and losses of $4,200 were reclassified to Other expense (income), net and Asset impairment charges, respectively. For the year ended December 31, 2015, pre-tax net unrealized holding losses of $54,011 were reclassified to Other expense (income), net and Asset impairment charges, and unrealized holding gains of $29,663 were reclassified to Other expense (income), net. |
Consolidated Statements of Chan
Consolidated Statements of Changes in Capital - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||
Balance at beginning of year | $ 704,258 | $ 740,362 | $ 664,106 |
Balance at beginning of year (in shares) | 26,152,976 | ||
Net (loss) income | $ 6,012 | 2,571 | 156,568 |
Dividends declared | (3,923) | ||
Unrealized (loss) gain on available-for-sale securities | 28,597 | 13,351 | (26,389) |
Unrealized (losses) gains on derivative financial instruments | 624 | (1,158) | (1,757) |
Currency translation adjustments | 5,444 | (11,431) | (3,950) |
Changes in pension liabilities and post-retirement benefit obligations | (6,452) | (18,813) | (25,839) |
Acquisition | 12,841 | ||
Units issued and vesting of restricted units | 9,635 | 375 | 2,281 |
Equity compensation - subsidiaries | 897 | 3,016 | 7,159 |
Subsidiaries' purchases of the Company's common units | (17,323) | ||
Purchases of SPLP common units | (5,958) | (7,297) | (1,917) |
Subsidiaries' purchases of their common stock | (12,399) | (25,588) | |
Purchases of subsidiary shares from noncontrolling interests | (177,087) | (93) | |
Other, net | 1,066 | (396) | 263 |
Balance at end of year | $ 567,036 | $ 704,258 | 740,362 |
Balance at end of year (in shares) | 26,348,420 | 26,152,976 | |
Parent | |||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||
Balance at beginning of year | $ 548,741 | $ 558,034 | 494,859 |
Net (loss) income | (16) | 6,630 | 136,735 |
Dividends declared | (3,923) | ||
Unrealized (loss) gain on available-for-sale securities | 27,786 | 11,877 | (32,487) |
Unrealized (losses) gains on derivative financial instruments | 569 | (1,055) | (1,415) |
Currency translation adjustments | 4,512 | (9,952) | (2,966) |
Changes in pension liabilities and post-retirement benefit obligations | (6,926) | (15,363) | (18,266) |
Units issued and vesting of restricted units | 9,635 | 375 | 2,281 |
Equity compensation - subsidiaries | 580 | 1,949 | 4,628 |
Subsidiaries' purchases of the Company's common units | (17,323) | ||
Purchases of SPLP common units | (5,958) | (7,297) | (1,917) |
Subsidiaries' purchases of their common stock | 13,573 | (7,885) | |
Purchases of subsidiary shares from noncontrolling interests | (32,611) | 1,644 | |
Other, net | (209) | (6,107) | 146 |
Balance at end of year | $ 546,103 | $ 548,741 | $ 558,034 |
Common Units | |||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||
Balance at beginning of year (in shares) | 36,711,663 | 36,687,913 | 36,530,249 |
Units issued and vesting of restricted units (in shares) | 505,124 | 23,750 | 157,664 |
Balance at end of year (in shares) | 37,216,787 | 36,711,663 | 36,687,913 |
Treasury Units | |||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||
Balance at beginning of year | $ (164,900) | $ (157,603) | $ (138,363) |
Balance at beginning of year (in shares) | (10,558,687) | (10,055,224) | (8,964,049) |
Subsidiaries' purchases of the Company's common units | $ (17,323) | ||
Subsidiary's purchases of the Company's common Units (in shares) | (983,175) | ||
Purchases of SPLP common units | $ (5,958) | $ (7,297) | $ (1,917) |
Purchases of SPLP common units (in shares) | (309,680) | (503,463) | (108,000) |
Balance at end of year | $ (170,858) | $ (164,900) | $ (157,603) |
Balance at end of year (in shares) | (10,868,367) | (10,558,687) | (10,055,224) |
Partners' Capital | |||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||
Balance at beginning of year | $ 617,502 | $ 612,302 | $ 492,054 |
Net (loss) income | (16) | 6,630 | 136,735 |
Dividends declared | (3,923) | ||
Units issued and vesting of restricted units | 9,635 | 375 | 2,281 |
Equity compensation - subsidiaries | 580 | 1,949 | 4,628 |
Subsidiaries' purchases of the Company's common units | (17,323) | ||
Purchases of SPLP common units | (5,958) | (7,297) | (1,917) |
Subsidiaries' purchases of their common stock | 13,573 | (7,885) | |
Purchases of subsidiary shares from noncontrolling interests | 30,736 | 3,583 | |
Other, net | (209) | (6,107) | 146 |
Balance at end of year | 652,270 | 617,502 | 612,302 |
Accumulated Other Comprehensive Income (Loss) | |||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||
Balance at beginning of year | (68,761) | (54,268) | 2,805 |
Unrealized (loss) gain on available-for-sale securities | 27,786 | 11,877 | (32,487) |
Unrealized (losses) gains on derivative financial instruments | 569 | (1,055) | (1,415) |
Currency translation adjustments | 4,512 | (9,952) | (2,966) |
Changes in pension liabilities and post-retirement benefit obligations | (6,926) | (15,363) | (18,266) |
Purchases of subsidiary shares from noncontrolling interests | (63,347) | (1,939) | |
Balance at end of year | (106,167) | (68,761) | (54,268) |
Non-controlling Interests in Consolidated Entities | |||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||
Balance at beginning of year | 155,517 | 182,328 | 169,247 |
Net (loss) income | 6,028 | (4,059) | 19,833 |
Unrealized (loss) gain on available-for-sale securities | 811 | 1,474 | 6,098 |
Unrealized (losses) gains on derivative financial instruments | 55 | (103) | (342) |
Currency translation adjustments | 932 | (1,479) | (984) |
Changes in pension liabilities and post-retirement benefit obligations | 474 | (3,450) | (7,573) |
Acquisition | 12,841 | ||
Equity compensation - subsidiaries | 317 | 1,067 | 2,531 |
Subsidiaries' purchases of their common stock | (25,972) | (17,703) | |
Purchases of subsidiary shares from noncontrolling interests | (144,476) | (1,737) | |
Other, net | 1,275 | 5,711 | 117 |
Balance at end of year | $ 20,933 | $ 155,517 | $ 182,328 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||
Net (loss) income | $ 6,012 | $ 2,571 | $ 156,568 |
Net income from discontinued operations | 0 | 0 | (86,257) |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | |||
Net investment gains | 0 | 0 | (32,267) |
Provision for (recovery of) loan losses | 5,639 | 774 | (50) |
(Income) loss of associated companies and other investments held at fair value, net of taxes | (16,888) | (4,085) | 31,777 |
Deferred income taxes | 86,928 | 13,059 | 8,259 |
Income tax benefit from release of deferred tax valuation allowance | (48,598) | (1,327) | (111,881) |
Depreciation and amortization | 71,936 | 70,546 | 48,560 |
Equity-based compensation | 11,477 | 3,844 | 9,203 |
Loss on extinguishment of debt | 673 | 0 | 0 |
Goodwill impairment charges | 0 | 24,254 | 19,571 |
Asset impairment charges | 2,028 | 18,668 | 68,092 |
Other | 4,990 | (4,052) | (11,899) |
Net change in operating assets and liabilities: | |||
Trade and other receivables | (22,842) | (11,747) | 17,167 |
Inventories | (21,683) | 7,676 | 12,534 |
Prepaid expenses and other current assets | (4,621) | (8,246) | (666) |
Accounts payable, accrued and other current liabilities | (34,740) | 4,642 | (21,591) |
Net (increase) decrease in loans held for sale | (56,081) | 78,900 | (118,706) |
Net cash (used in) provided by operating activities of continuing operations | (15,770) | 195,477 | (11,586) |
Net cash used in operating activities of discontinued operations | 0 | 0 | (2,254) |
Net cash (used in) provided by operating activities | (15,770) | 195,477 | (13,840) |
Cash flows from investing activities: | |||
Purchases of investments | (56,160) | (27,503) | (44,304) |
Proceeds from sales of investments | 10,978 | 83,457 | 86,559 |
Proceeds from maturities of marketable securities | 18,492 | 5,687 | 368 |
Loan originations, net of collections | (93,390) | (26,895) | 2,168 |
Purchases of property, plant and equipment | (54,737) | (34,183) | (23,252) |
Reclassification of restricted cash | (2,989) | 8,999 | 66 |
Proceeds from sale of assets | 42,204 | 32,247 | 10,657 |
Acquisitions, net of cash acquired | (2,008) | (200,137) | (116,135) |
Investments in associated companies | (35,000) | (2,440) | (7,607) |
Proceeds from sales of discontinued operations | 0 | 0 | 155,517 |
Net cash provided by investing activities of discontinued operations | 0 | 0 | 25 |
Other | (7) | 266 | 477 |
Net cash (used in) provided by investing activities | (172,617) | (160,502) | 64,539 |
Cash flows from financing activities: | |||
Net revolver borrowings (repayments) | 67,864 | 146,648 | (66,368) |
Net repayments of term loans - domestic | (47,993) | (8,299) | (38,519) |
Proceeds from term loans | 0 | 9,217 | 4,566 |
Net (repayments) borrowings of term loans - foreign | (979) | (315) | 240 |
Subsidiaries' purchases of the Company's common units | 0 | 0 | (17,323) |
Proceeds from equipment lease financing | 6,688 | 0 | 0 |
Purchases of the Company's common units | (5,188) | (7,297) | (1,917) |
Subsidiaries' purchases of their common stock | 0 | (20,956) | (17,031) |
Purchase of subsidiary shares from noncontrolling interests | (2,086) | 0 | (93) |
Deferred finance charges | (5,663) | (747) | (477) |
Common unit dividend payment | (3,923) | 0 | 0 |
Net increase in deposits | 145,395 | 113,432 | 87,312 |
Other | 1,774 | (1,112) | (3,495) |
Net cash provided by (used in) financing activities | 155,889 | 230,571 | (53,105) |
Net change for the period | (32,498) | 265,546 | (2,406) |
Effect of exchange rate changes on cash and cash equivalents | 1,125 | (1,270) | (725) |
Cash and cash equivalents at beginning of period | 450,128 | 185,852 | 188,983 |
Cash and cash equivalents at end of period | $ 418,755 | $ 450,128 | $ 185,852 |
NATURE OF THE BUSINESS AND BASI
NATURE OF THE BUSINESS AND BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF THE BUSINESS AND BASIS OF PRESENTATION | NATURE OF THE BUSINESS AND BASIS OF PRESENTATION Nature of the Business Steel Partners Holdings L.P. ("SPLP" or "Company") is a diversified global holding company that engages in multiple businesses through consolidated subsidiaries and other interests. It owns and operates businesses and has significant interests in companies in various industries, including diversified industrial products, energy, defense, supply chain management and logistics, banking and youth sports. The Company works with its businesses to increase corporate value for all stakeholders by utilizing Steel Partners Operational Excellence programs, the Steel Partners Purchasing Council, Steel Partners Corporate Services, balance sheet improvements, capital allocation policies and growth initiatives. All of the Company's programs are focused on helping SPLP companies strengthen their competitive advantage and increase their profitability, while enabling them to achieve operational excellence and enhanced customer satisfaction. Steel Partners Holdings GP Inc. ("SPH GP"), a Delaware corporation, is the general partner of SPLP and is wholly-owned by SPLP. The Company is managed by SP General Services LLC ("Manager"), pursuant to the terms of an amended and restated management agreement ("Management Agreement") discussed in further detail in Note 19 - "Related Party Transactions." Basis of Presentation Significant inter-company accounts and transactions have been eliminated in consolidation. Certain prior period amounts in the Company's consolidated statements of cash flows have been reclassified to conform to the comparable 2017 presentation. During 2015, one of the Company's subsidiaries, Steel Excel Inc. ("Steel Excel"), identified an error related to the manner in which the provision for income taxes had reflected the tax effects related to unrealized gains and losses on available for sale securities during 2014 and 2013. As a result, the Company recorded an adjustment to correct the error in the first quarter of 2015 to its tax provision of approximately $3,500 , which is included in the Company's consolidated statements of operations for the year ended December 31, 2015. The consolidated financial statements include the accounts of the Company and its majority or wholly-owned subsidiaries, which include the following: Ownership as of December 31, 2017 2016 BNS Holdings Liquidating Trust ("BNS Liquidating Trust") 84.9 % 84.9 % DGT Holdings Corp. ("DGT") 100.0 % 100.0 % Handy & Harman Ltd. ("HNH") (a) 100.0 % 69.9 % Steel Services Ltd ("Steel Services") 100.0 % 100.0 % Steel Excel (a) 100.0 % 64.2 % WebFinancial Holding Corporation ("WFHC") (b) 91.2 % 91.2 % (a) During 2017, the Company completed tender offers to purchase all of the outstanding shares of common stock of HNH and Steel Excel not already owned by the Company or any of its affiliates. As a result, the Company owns 100% of the stock of HNH and Steel Excel as of December 31, 2017. See Note 14 - "Capital and Accumulated Other Comprehensive Loss" for additional information. (b) WFHC owns 100% of WebBank and 100% of WebFinancial Holding LLC ("WFH LLC") (formerly known as CoSine Communications, Inc. ("CoSine")), which operates through its subsidiary API Group plc ("API"). |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates in Preparation of Consolidated Financial Statements The Company's consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amount of revenues, expenses, unrealized gains and losses during the reporting period. The more significant estimates include: (1) the valuation allowances of accounts receivable, loans receivable and inventory; (2) the valuation of goodwill, indefinite-lived intangible assets, long-lived assets and associated companies; (3) deferred tax assets; (4) effect of the recently-enacted Tax Cuts and Jobs Act; (5) environmental liabilities; (6) fair value of derivatives; (7) post-employment benefit liabilities; (8) estimates and assumptions used in the determination of fair value of certain securities, such as whether declines in value of securities are other than temporary; and (9) estimates of loan losses. Actual results may differ from the estimates used in preparing the consolidated financial statements; and, due to substantial holdings in and/or restrictions on certain investments, the value that may be realized could differ from the estimated fair value. Cash and Cash Equivalents Cash and cash equivalents include cash and deposits in depository institutions, financial institutions and banks. Cash at December 31, 2017 and 2016 also includes $286,454 and $277,054 , respectively, of WebBank cash at the Federal Reserve Bank and in its Federal Funds account at its correspondent banks. The Company considers all highly liquid debt instruments with maturities of three months or less when purchased to be cash equivalents. Cash and cash equivalents include qualifying money market funds and exclude amounts where availability is restricted by loan agreements or other contractual provisions. Cash equivalents are stated at cost, which approximates market value. There is a significant concentration of cash that, during the periods presented, exceeded the federal deposit insurance limits and exposed the Company to credit risk. SPLP does not anticipate any losses due to this concentration of cash at December 31, 2017 . Restricted Cash Restricted cash at December 31, 2017 and 2016 primarily represents cash collateral for certain short sales of corporate securities (see Note 12 - "Financial Instruments" for additional information). Marketable Securities and Long-Term Investments Marketable securities are classified as available-for-sale and consist of short-term deposits, corporate debt and equity instruments, and mutual funds. The Company classifies its marketable securities as current assets based on the nature of the securities and their availability for use in current operations. Long-term investments consist of available-for-sale securities and equity method investments. Held-to-maturity securities are classified in Other non-current assets. SPLP determines the appropriate classifications of its investments at the acquisition date and re-evaluates the classifications at each balance sheet date. • Available-for-sale securities are reported at fair value, with unrealized gains and losses recognized in Accumulated other comprehensive loss ("AOCI") as a separate component of SPLP's Partners' capital. • Associated companies represent equity method investments in companies where our ownership is between 20% and 50% of the outstanding equity and the Company has the ability to exercise influence, but not control, over the investee. For equity method investments where the fair value option has been elected, unrealized gains and losses are reported in the Company's consolidated statements of operations as part of Income (loss) of associated companies and other investments held at fair value. For the equity method investments where the fair value option has not been elected, SPLP records the investment at cost and subsequently increases or decreases the investment by its proportionate share of the net income or losses and other comprehensive income of the investee. • Held-to-maturity securities are recorded at amortized cost, adjusted for the amortization or accretion of premiums or discounts. Dividend and interest income is recognized when earned. Realized gains and losses on available-for-sale securities are included in earnings and are derived using the specific-identification method. Commission expense is recorded as a reduction of sales proceeds on investment sales. Commission expense on purchases is included in the cost of investments on the Company's consolidated balance sheets. Other Than Temporary Impairment If the Company believes a decline in the market value of any available-for-sale, equity method or held-to-maturity security below cost is other than temporary, a loss is charged to earnings, which establishes a new cost basis for the security. Impairment losses are included in Asset impairment charges in the Company's consolidated statements of operations. SPLP's determination of whether a security is other than temporarily impaired incorporates both quantitative and qualitative information. The Company considers a number of factors including, but not limited to, the length of time and the extent to which the fair value has been less than cost, the length of time expected for recovery, the financial condition of the issuer, the reason for the decline in fair value, changes in fair value subsequent to the balance sheet date, the ability and intent to hold investments to maturity, and other factors specific to the individual investment. Specifically, for held-to-maturity securities, the Company considers whether it plans to sell the security or it is more-likely-than-not that it will be required to sell the security before recovery of its amortized cost. The credit component of an other-than-temporary impairment loss is recognized in earnings and the non-credit component is recognized in AOCI in situations where the Company does not intend to sell the security and it is more likely-than-not that the Company will not be required to sell the security prior to recovery. If there is an other-than-temporary impairment in the fair value of any individual security classified as held-to-maturity, the Company writes down the security to fair value with a corresponding credit loss portion charged to earnings, and the non-credit portion being charged to AOCI. SPLP's assessment involves a high degree of judgment and accordingly, actual results may differ materially from those estimates and judgments. Trade Accounts Receivable and Allowance for Doubtful Accounts The Company recognizes bad debt expense through an allowance account using estimates based primarily on management's evaluation of the financial condition of the customer, historical experience, credit quality, whether any amounts are currently past due, the length of time accounts may be past due, previous loss history and management's determination of a customer's current ability to pay its obligations. Trade accounts receivable balances are charged off against the allowance when it is determined that the receivables will not be recovered, and payments subsequently received on such receivables are credited to recovery of accounts written off. The Company believes that the credit risk with respect to trade accounts receivable is limited due to this credit evaluation process. As of December 31, 2017 , the top 10 of the Company's largest customer balances accounted for 19% of the Company's trade receivables. Loans Receivable, Including Loans Held for Sale WebBank's loan activities include several lending arrangements with companies where it originates private label credit card and other loans for consumers and small businesses. These loans are classified as Loans receivable and are typically sold after origination. As part of these arrangements, WebBank earns origination fees that are recorded in non-interest income. Fees earned from these lending arrangements are recorded as fee income. WebBank also purchases participations in commercial and industrial loans through loan syndications. Loans that management has the intent and ability to hold for the foreseeable future or until maturity or pay-off generally are reported at their outstanding unpaid principal balances adjusted for charge-offs, the allowance for loan losses, and any deferred fees or costs on originated loans. Interest income is accrued on the unpaid principal balance. Loan origination fees, net of certain direct origination costs, are deferred and recognized as an adjustment of the related loan yield over the estimated life of the loan. Loans held for sale are carried at the lower of cost or estimated market value in the aggregate. A valuation allowance is recorded when cost exceeds fair value based on our determination at the time of reclassification and periodically thereafter. Gains and losses are recorded in noninterest income based on the difference between sales proceeds and carrying value and impairments from reductions in carrying value. Loans are reported as past due when either principal or interest is due and unpaid for a period of 30 days or more. The accrual of interest on loans is discontinued at the time the loan is 90 days delinquent unless the loan is well-secured and in process of collection. In all cases, loans are placed on nonaccrual or charged-off at an earlier date if collection of principal or interest is considered doubtful. All interest accrued but not collected for loans that are placed on nonaccrual or charged off is reversed against interest income. The interest on these loans is accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured. Loan Impairment and Allowance for Loan Losses A loan is considered impaired when, based on current information and events, it is probable that WebBank will be unable to collect all amounts due according to the contractual terms of the loan agreement, including scheduled interest payments. When a loan has been identified as being impaired, the amount of impairment is measured based on the present value of expected future cash flows discounted at the loan's effective interest rate or, when appropriate, the loan's observable fair value or the fair value of the collateral (less any selling costs) if the loan is collateral-dependent. If the measurement of the impaired loan is less than the recorded investment in the loan (including accrued interest, net of deferred loan fees or costs and unamortized premium or discount), an impairment is recognized by creating or adjusting an existing allocation of the allowance for loan losses, or by charging down the loan to its value determined in accordance with U.S. GAAP. The allowance for loan losses is established as losses are estimated to have occurred through a provision for loan losses charged to earnings. Loan losses are charged against the allowance when the uncollectability of a loan or receivable balance is confirmed. Subsequent recoveries, if any, are credited to the allowance. The allowance for loan losses is evaluated on a regular basis and is based upon a periodic review of the collectability of the amounts due in light of historical experience, the nature and volume of the loan portfolio, adverse situations that may affect the borrower's ability to repay, estimated value of any underlying collateral and prevailing economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available. The allowance consists of specific and general components. The specific component relates to loans that are classified as doubtful, substandard, or loss. For such loans that are classified as impaired, an allowance is established when the discounted cash flows (or collateral value or observable market price) of the impaired loan is lower than the carrying value of that loan. The general component covers non-classified loans and is based on historical loss experience and is adjusted for qualitative factors to cover uncertainties that could affect the estimate of probable losses. The allowance for loan losses is increased by charges to income and decreased by charge-offs (net of recoveries). The periodic evaluation of the adequacy of the allowance is based on WebBank's past loss experience, known and inherent risks in the portfolio, adverse situations that may affect the debtor's ability to repay, the estimated value of any underlying collateral and current economic conditions. Inventories Inventories are generally stated at the lower of cost (determined by the first-in, first-out method or average cost method) or market. Cost is determined by the last-in, first-out ("LIFO") method for certain precious metal inventory held in the U.S., and remaining precious metal inventory is primarily carried at fair value. For precious metal inventory, no segregation among raw materials, work in process and finished products is practicable. For other inventory, the cost of work in process and finished goods comprises the cost of raw materials, direct labor and overhead costs attributable to the production of inventory. Non-precious metal inventories are evaluated for estimated excess and obsolescence based upon assumptions about future demand and market conditions, and are adjusted accordingly. If actual market conditions are less favorable than those projected, future write-downs may be required. Goodwill and Other Intangible Assets, Net Goodwill, which is not amortized, represents the difference between the purchase price and the fair value of identifiable net assets acquired in a business combination. Goodwill is reviewed for impairment indicators throughout the year and tested for impairment annually in the fourth quarter. An entity can choose between two testing approaches: a. Step 0 or Qualitative approach - An entity may assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount, including goodwill. In evaluating whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, an entity should assess relevant events and circumstances. Examples of such events and circumstances would include pertinent macroeconomic conditions, industry and market considerations, overall financial performance and other factors. An entity has an unconditional option to bypass this qualitative assessment for any reporting unit in any period and proceed directly to performing the first step of the goodwill impairment test. An entity may resume performing the qualitative assessment in any subsequent period. b. Step 1 or Quantitative approach - The fair value of a reporting unit is calculated and compared with its carrying amount. There are several methods that may be used to estimate a reporting unit's fair value, including market quotations, asset and liability fair values and other valuation techniques, including, but not limited to, discounted projected future net earnings or net cash flows and multiples of earnings. If the fair value of a reporting unit exceeds its carrying amount, there is no indication of impairment and further testing is not required. If the carrying amount of a reporting unit exceeds its fair value, then a second step of testing is required ("Step 2"). The second step of the goodwill impairment test compares the implied fair value of the reporting unit's goodwill with the carrying amount of that goodwill. For 2017, the Company utilized a qualitative approach for all of its reporting units to assess goodwill as of its most recent assessment date, and there were no goodwill impairment charges recorded as a result of the assessment. For 2016, the Company utilized a qualitative approach for all of its reporting units, except for one reporting unit within its Diversified Industrial segment. As a result of the assessment, a goodwill impairment of $24,254 was recorded in the year ended December 31, 2016. This impairment resulted from a decline in market conditions and lower demand for certain product lines of the performance materials business. In 2015, the Company utilized a quantitative approach to assess goodwill, and recorded a goodwill impairment of approximately $19,571 in the Energy segment, resulting from the adverse effects the decline in energy prices had on the oil services industry. Other intangible assets with indefinite lives are not amortized, while other intangible assets with finite lives are amortized over their estimated useful lives. Intangible assets with finite lives are reviewed for impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable (see "Long-Lived Asset Testing" below). Intangible assets with indefinite lives, which are only within the Diversified Industrial segment, are tested for impairment at least annually, or when events or changes in circumstances indicate that it is more likely than not that the asset is impaired. Companies can use the same two testing approaches for indefinite-lived intangibles as for goodwill. For 2017, 2016, and 2015, the Company utilized a qualitative approach to assess its intangible assets with indefinite lives, and the results indicated no impairment in any of the years. Derivatives The Company uses various hedging and swap instruments to reduce the impact of changes in precious metal prices, interest costs on variable interest debt and the effect of foreign currency fluctuations. In accordance with Accounting Standards Codification ("ASC") 815, Derivatives and Hedging , these instruments are recorded as either fair value hedges, economic hedges, cash flow hedges or derivatives with no hedging designation. Precious Metals The Company's precious metal and commodity inventories are subject to market price fluctuations. The Company enters into commodity futures and forward contracts to mitigate the impact of price fluctuations on its precious and certain non-precious metal inventories that are not subject to fixed price contracts. Fair Value Hedges . The fair values of these derivatives are recognized as derivative assets and liabilities on the Company's consolidated balance sheets. The net change in fair value of the derivative assets and liabilities, and the change in the fair value of the underlying hedged inventory, are recognized in the Company's consolidated statements of operations, and such amounts principally offset each other due to the effectiveness of the hedges. The fair value hedges are associated primarily with the Company's precious metal inventory carried at fair value. Economic Hedges . As these derivatives are not designated as accounting hedges under ASC 815, they are accounted for as derivatives with no hedge designation. The derivatives are marked to market, and both realized and unrealized gains and losses are recorded in current period earnings in the Company's consolidated statements of operations. The economic hedges are associated primarily with the Company's precious metal inventory valued using the LIFO method. Interest Rate Swaps The Company has entered into interest rate swap agreements in the past in order to economically hedge a portion of its debt, which was subject to variable interest rates. As these derivatives were not designated as accounting hedges under U.S. GAAP, they are accounted for as derivatives with no hedge designation. The Company recorded the gains and losses both from the mark-to-market adjustments and net settlements in interest expense in its consolidated statements of operations as the hedges were intended to offset interest rate movements. Foreign Currency Forward Contracts API enters into foreign currency forward contracts to hedge certain of its receivables and payables denominated in other currencies. In addition, API enters into foreign currency forward contracts to hedge the value of certain of its future sales denominated in Euros and the value of its future purchases denominated in USD. These hedges have settlement dates ranging through December 2018. The forward contracts that are used to hedge the risk of foreign exchange movement on its receivables and payables are accounted for as fair value hedges under ASC 815. The fair values of these derivatives are recognized as derivative assets and liabilities on the Company's consolidated balance sheets. The net change in fair value of the derivative assets and liabilities are recognized in the Company's consolidated statements of operations. The forward contracts that are used to hedge the value of API's future sales and purchases are accounted for as cash flow hedges in accordance with ASC 815. These hedges are fully effective and accordingly, the changes in fair value are recorded in AOCI and, at maturity, any gain or loss on the forward contract is reclassified from AOCI into the Company's consolidated statements of operations. WebBank - Derivative Financial Instruments WebBank's derivative financial instruments represent on-going economic interests in loans made after they are sold. These derivatives are carried at fair value on a gross basis in Other non-current assets on the Company's consolidated balance sheet. Gains and losses resulting from changes in fair value of these derivative instruments are accounted for in the Company's consolidated statements of operations in Financial services revenue. Fair value represents the estimated amounts that WebBank would receive or pay to terminate the contracts at the reporting date based on a discounted cash flow model for the same or similar instruments. WebBank does not enter into derivative contracts for speculative or trading purposes. Property, Plant and Equipment, Net Property, plant and equipment is recorded at cost. Depreciation of property, plant and equipment is recorded principally on the straight line method over the estimated useful lives of the assets, which range is as follows: machinery & equipment 3 to 15 years and buildings and improvements 10 to 30 years. Leasehold improvements are amortized over the shorter of the terms of the related leases or the estimated useful lives of the improvements. Interest cost is capitalized for qualifying assets during the assets' acquisition period. Maintenance and repairs are charged to expense and renewals and betterments are capitalized. Gain or loss on dispositions is recorded in Other expense (income), net. Long-Lived Asset Testing The Company estimates the depreciable lives of property, plant and equipment, and reviews long-lived assets for impairment whenever events, or changes in circumstances, indicate the carrying amount of such assets may not be recoverable. The Company performs such assessments at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities, which is generally at the plant level, operating company level or the reporting unit level, dependent on the level of interdependencies in the Company's operations. Impairment losses are recorded on long-lived assets when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets' carrying amounts. The impairment loss is measured by comparing the fair value of the asset to its carrying amount. The Company considers various factors in determining whether an impairment test is necessary, including among other things: a significant or prolonged deterioration in operating results and projected cash flows; significant changes in the extent or manner in which assets are used; technological advances with respect to assets which would potentially render them obsolete; the Company's strategy and capital planning; and the economic climate in the markets it serves. When estimating future cash flows and if necessary, fair value, the Company makes judgments as to the expected utilization of assets and estimated future cash flows related to those assets. The Company considers historical and anticipated future results, general economic and market conditions, the impact of planned business and operational strategies and other information available at the time the estimates are made. The Company believes these estimates are reasonable; however, changes in circumstances or conditions could have a significant impact on its estimates, which might result in material impairment charges in the future. Business Combinations When the Company acquires a business, it allocates the purchase price to the assets acquired, liabilities assumed and any noncontrolling interests based on their fair values at the acquisition date. Significant judgment may be used to determine these fair values including the use of appraisals, discounted cash flow models, market value for similar purchases, or other methods applicable to the circumstances. The assumptions and judgments made by the Company when recording business combinations will have an impact on reported results of operations in the future. Revenue Recognition Diversified Industrial and Energy Segments Revenue in our Diversified Industrial and Energy segments is recognized when the title and risk of loss has passed to the customer, the service has been provided to the customer, the price is fixed or determinable and collection is reasonably assured. This condition is normally met when product has been shipped or the service performed. An allowance is provided for estimated returns and discounts based on experience. Revenue is reported net of any sales tax collected. Cash received from customers prior to shipment of goods, or otherwise not yet earned, is recorded as deferred revenue. Rental revenues are derived from the rental of certain equipment to the food industry where customers prepay for the rental period - usually 3 to 6 month periods. For prepaid rental contracts, sales revenue is recognized on a straight-line basis over the term of the contract. Service revenues are generated primarily by Steel Excel's energy and sports businesses and by the repair and maintenance work performed on equipment used at mass merchants, supermarkets and restaurants in the Diversified Industrial segment. The Company records all shipping and handling fees billed to customers as revenue, and related costs are charged principally to cost of goods sold, when incurred. The Company has also entered into rebate agreements with certain customers. These programs are typically structured to incentivize the customers to increase their annual purchases from the Company. The rebates are usually calculated as a percentage of the purchase amount, and such percentages may increase as the customer's level of purchases rise. Rebates are recorded as a reduction of net sales in the Company's consolidated statements of operations and are accounted for on an accrual basis. As of December 31, 2017 and 2016 , accrued rebates payable totaled $8,300 and $7,400 , respectively, and are included in Accrued liabilities on the Company's consolidated balance sheets. Financial Services Segment WebBank generates revenue through a combination of interest income and non-interest income. Interest income is derived from interest and fees earned on loans and investments. Interest income is accrued on the unpaid principal balance, including amortization of premiums and accretion of discounts. Loan origination fees, net of certain direct origination costs, are deferred and recognized as an adjustment of the related loan yield over the estimated life of the loan. Non-interest income is primarily derived from origination fees earned on loans, fee income on contractual lending arrangements, premiums on the sale of loans, and loan servicing fees. Concentration of Revenue No single customer accounted for 5% or more of the Company's consolidated revenues in 2017 , 2016 or 2015 . In 2017 , 2016 and 2015 , the 10 largest customers accounted for approximately 18% , 19% and 24% , respectively, of the Company's consolidated revenues. Fair Value Measurements The Company measures certain assets and liabilities at fair value (see Note 17 - "Fair Value Measurements"). 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. Fair values of assets and liabilities are determined based on a three-level measurement input hierarchy. Level 1 inputs are quoted prices in active markets for identical assets or liabilities as of the measurement date. Level 2 inputs are other than quoted market prices that are observable, either directly or indirectly, for an asset or liability. Level 2 inputs can include quoted prices in active markets for similar assets or liabilities, quoted prices in a market that is not active for identical assets or liabilities, or other inputs that can be corroborated by observable market data. Level 3 inputs are unobservable for the asset or liability when there is little, if any, market activity for the asset or liability. Level 3 inputs are based on the best information available, and may include data developed by the Company. Stock-Based Compensation The Company accounts for stock options and restricted stock units granted to employees and non-employee directors as compensation expense, which is recognized in exchange for the services received. The compensation expense is based on the fair value of the equity instruments on the grant-date and is recognized as an expense over the service period of the recipients. Income Taxes SPLP and certain of its subsidiaries, as limited partnerships, are generally not responsible for federal and state income taxes and their profits and losses are passed directly to their partners for inclusion in their respective income tax returns. SPLP's subsidiaries that are corporate entities are subject to federal and state income taxes and file corporate income tax returns. SPLP's subsidiaries that are subject to income taxes use the liability method of accounting for such taxes. Under the liability method, deferred tax assets and deferred tax liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and operating loss and tax credit carryforwards. Deferred tax assets and deferred tax liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and deferred tax liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Such subsidiaries evaluate the recoverability of deferred tax assets and establish a valuation allowance when it is more likely than not that some portion of the deferred tax assets will not be realized. When tax returns are filed, it is highly certain that most positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the Company's consolidated financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50% likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is provided for and reflected as a liability for unrecognized tax benefits on the Company's consolidated balance sheets, along with any associated interest and penalties that would be payable to |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS 2017 Acquisition Steel Excel Acquisition of Basin Well On May 19, 2017, Steel Excel acquired an 80% interest in Basin Well Logging Wireline Services, Inc. ("Basin") located in Farmington, New Mexico for approximately $5,100 . Basin provides wireline services to major oil & gas exploration and production companies in the U.S. and specializes in cased-hole wireline logging and perforating services for exploration and production companies with wells in New Mexico, Texas, Utah, Arizona and Colorado. In connection with the Basin acquisition, which was not material to SPLP's operations, goodwill totaling approximately $758 was recorded on a preliminary basis. 2016 Acquisitions HNH's Acquisition of EME On September 30, 2016, SL Montevideo Technology, Inc. ("SMTI"), a subsidiary of SL Industries, Inc. ("SLI") (which was acquired by HNH in June 2016 as discussed further below), entered into an asset purchase agreement ("Purchase Agreement") with Hamilton Sundstrand Corporation ("Hamilton"). Pursuant to the Purchase Agreement, SMTI acquired from Hamilton certain assets of its Electromagnetic Enterprise division ("EME") used or useful in the design, development, manufacture, marketing, service, distribution, repair, and sale of electric motors, starters and generators for certain commercial applications, including for use in commercial hybrid electric vehicles and refrigeration and in the aerospace and defense sectors. The acquisition of EME expands SLI's product portfolio and diversifies its customer base. SMTI purchased the acquired net assets for approximately $60,329 in cash and assumption of certain ordinary course business liabilities, subject to adjustments related to working capital at closing and quality of earnings of the acquired business for the period of January 1, 2016 to June 30, 2016, each as provided for in the Purchase Agreement, including a reduction of approximately $2,200 received during the year ended December 31, 2017. The Purchase Agreement includes a guarantee by Hamilton of a minimum level of product purchases from SMTI by an affiliate of Hamilton for calendar years 2017, 2018, and 2019, in exchange for compliance by SMTI with certain operating covenants. The transaction was financed with additional borrowings under HNH's senior secured revolving credit facility. The following table summarizes the amounts of the assets acquired and liabilities assumed at the acquisition date: Amount Assets: Trade and other receivables $ 4,249 Inventories 3,047 Prepaid expenses and other current assets 265 Property, plant and equipment 2,321 Goodwill 30,994 Other intangible assets 28,370 Total assets acquired 69,246 Liabilities: Accounts payable 6,036 Accrued liabilities 2,881 Total liabilities assumed 8,917 Net assets acquired $ 60,329 The goodwill of $30,994 arising from the acquisition consists largely of the synergies expected from combining the operations of SLI and EME. The goodwill is assigned to the Company's Diversified Industrial segment and is expected to be deductible for income tax purposes. Other intangibles consist of customer relationships of approximately $27,200 and customer order backlog of $1,200 . The customer order backlog was amortized based on the expected period over which the orders were fulfilled of four months. The customer relationships have been assigned a useful life of 15 years based on the limited turnover and long-standing relationships EME has with its existing customer base. The acquired customer relationships were valued using an excess earnings approach, and significant assumptions used in the valuation included the customer attrition rate assumed and the expected level of future sales. The amount of net sales and operating income of the acquired business included in the Company's consolidated statements of operations for the year ended December 31, 2017 were approximately $55,700 and $5,700 , respectively. The amount of net sales and operating loss of the acquired business included in the Company's consolidated statements of operations for the year ended December 31, 2016 were approximately $15,900 and $100 , respectively. EME's results of operations are reported within the Company's Diversified Industrial segment. API's Acquisitions of AMP and Hazen On December 1, 2016, API acquired the manufacturing assets and business of Amsterdam Metallized Products B.V. ("AMP") in the Netherlands for approximately $7,800 . AMP is a global provider of packaging technologies for brand enhancement. The acquisition, which is not material to SPLP's operations, is part of API's strategy to further strengthen its brand enhancement mission of utilizing high-end material substrates for luxury packaging and other niche markets, adding new products to API's offerings and providing an entry point into new packaging sectors. In connection with the AMP acquisition, the Company has recorded inventory, property, plant and equipment, other intangible assets (primarily customer relationships) and goodwill totaling approximately $1,500 , $1,900 , $1,400 and $3,000 , respectively. On July 27, 2016, API acquired Hazen Paper Company's ("Hazen") lamination facility and business in Osgood, Indiana for approximately $14,000 . The acquisition, which is not material to SPLP's operations, is part of API's strategy to focus on brand enhancement solutions for the packaging market, and it enables API to provide a combined foils and laminate offering to customers in the U.S., while giving broader coverage for its global customers. In connection with the Hazen acquisition, the Company has recorded inventories, property, plant and equipment, other intangible assets (primarily customer relationships) and goodwill totaling approximately $1,000 , $6,200 , $2,700 and $4,100 , respectively. HNH's Acquisition of SLI On April 6, 2016, HNH entered into a definitive merger agreement with SLI, pursuant to which it commenced a cash tender offer to purchase all the outstanding shares of SLI's common stock, at a purchase price of $40.00 per share in cash ("Offer"). SLI designs, manufactures and markets power electronics, motion control, power protection, power quality electromagnetic equipment, and custom gears and gearboxes used in a variety of medical, commercial and military aerospace, computer, datacom, industrial, architectural and entertainment lighting, and telecom applications. Consummation of the Offer was subject to certain conditions, including the tender of a number of shares that constituted at least (1) a majority of SLI's outstanding shares and (2) 60% of SLI's outstanding shares not owned by HNH or any of its affiliates, as well as other customary conditions. SPLP beneficially owned approximately 25.1% of SLI's outstanding shares at the time of the Offer. On June 1, 2016, the conditions noted above, as well as all other conditions to the Offer were satisfied, and HNH successfully completed its tender offer through a wholly-owned subsidiary. Pursuant to the terms of the merger agreement, the wholly-owned subsidiary merged with and into SLI, with SLI being the surviving corporation ("SLI Merger"). Upon completion of the SLI Merger, SLI became a wholly-owned subsidiary of HNH. The total merger consideration was approximately $161,985 , excluding related transaction fees and expenses. The merger consideration represents the aggregate cash merger consideration of approximately $122,191 paid by HNH to non-affiliates and the fair value of SPLP's previously held interest in SLI of approximately $39,794 , which represented the Company's previously held equity interest at a value of $40.00 per share. The funds necessary to consummate the Offer, the SLI Merger and to pay related fees and expenses were financed with additional borrowings under HNH's senior secured revolving credit facility. The following table summarizes the amounts of the assets acquired and liabilities assumed at the acquisition date: Amount Assets: Cash and cash equivalents $ 4,985 Trade and other receivables 32,680 Inventories 24,295 Prepaid expenses and other current assets 8,258 Property, plant and equipment 23,950 Goodwill 54,231 Other intangible assets 92,326 Other non-current assets 257 Total assets acquired 240,982 Liabilities: Accounts payable 18,433 Accrued liabilities 21,306 Long-term debt 9,500 Deferred tax liabilities 23,567 Other non-current liabilities 6,191 Total liabilities assumed 78,997 Net assets acquired $ 161,985 The goodwill of $54,231 arising from the acquisition consists largely of the synergies expected from combining the operations of HNH and SLI. The goodwill is assigned to the Company's Diversified Industrial segment and is not expected to be deductible for income tax purposes. Other intangibles consist primarily of acquired trade names of approximately $14,700 , customer relationships of approximately $59,900 , developed technology and patents of approximately $10,700 and customer order backlog of approximately $6,900 . The customer order backlog was amortized based on the expected period over which the orders were fulfilled, ranging from two to eight months . The remaining intangible assets have been assigned useful lives ranging from 10 to 15 years based on the long operating history, broad market recognition and continued demand for the associated brands, and the limited turnover and long-standing relationships SLI has with its existing customer base. The valuations of acquired trade names, developed technology and patents were performed utilizing a relief from royalty method, and significant assumptions used in the valuation included the royalty rate assumed and the expected level of future sales, as well as the rate of technical obsolescence for the developed technology and patents. The acquired customer relationships were valued using an excess earnings approach, and significant assumptions used in the valuation included the customer attrition rate assumed and the expected level of future sales. Included in accrued liabilities and other non-current liabilities above was a total of $10,900 for existing and contingent liabilities relating to SLI's environmental matters, which are further discussed in Note 18 - "Commitments and Contingencies." The amount of net sales and operating income of the acquired business included in the Company's consolidated statements of operations for the year ended December 31, 2017 were approximately $198,600 and $17,700 , respectively. The amount of net sales and operating loss of the acquired business included in the Company's consolidated statements of operations for the year ended December 31, 2016 was approximately $112,700 and $1,800 , respectively, which includes $1,900 of expenses associated with the amortization of the fair value adjustment to acquisition-date inventories and also $1,900 of expenses associated with the acceleration of SLI's previously outstanding stock-based compensation awards, which became fully vested on the date of acquisition pursuant to the terms of the merger agreement, and which are included in Selling, general and administrative expenses ("SG&A") in the Company's 2016 consolidated statements of operations. SLI's results of operations are reported within the Company's Diversified Industrial segment. 2015 Acquisitions HNH's Acquisition of JPS Effective July 2, 2015, HNH completed the acquisition of JPS Industries, Inc. ("JPS") pursuant to an agreement and plan of merger, dated as of May 31, 2015. JPS is a manufacturer of mechanically formed glass, quartz and aramid substrate materials for specialty applications in a wide expanse of markets requiring highly engineered components. At the effective time of the Merger (as defined below), the acquisition subsidiary was merged with and into JPS ("Merger"), with JPS being the surviving corporation in the Merger, and each outstanding share of JPS common stock (other than shares held by HNH and its affiliates), including SPH Group Holdings, a significant stockholder of JPS, was converted into the right to receive $11.00 in cash. The total merger consideration was $114,493 which represents the aggregate cash merger consideration of $70,255 and the fair value of SPLP's previously held interest in JPS of $44,238 . The cash consideration was funded primarily by HNH and SPH Group Holdings. SPH Group Holding's funding of the aggregate merger consideration totaled approximately $4,510 , with the remainder funded by HNH, financed through additional borrowings under HNH's senior secured revolving credit facility. As a result of the closing of the Merger, JPS was indirectly owned by both HNH and SPH Group Holdings. Following the expiration of the 20-day period provided in Section 262(d)(2) of the Delaware General Corporation Law for JPS stockholders to exercise appraisal rights in connection with the Merger, and in accordance with an exchange agreement, dated as of May 31, 2015, by and between HNH and SPH Group Holdings, on July 31, 2015, HNH exchanged 1,429,407 shares of HNH's common stock with a value of $48,700 for all shares of JPS common stock held by SPH Group Holdings. As a result of the exchange, HNH owns 100% of JPS. The following table summarizes the assets acquired and liabilities assumed at the acquisition date: Amount Assets: Cash and cash equivalents $ 22 Trade and other receivables 21,201 Inventories 27,126 Prepaid expenses and other current assets 4,961 Property, plant and equipment 45,384 Goodwill 32,162 Other intangible assets 9,120 Deferred tax assets 19,788 Other non-current assets 3,112 Total assets acquired 162,876 Liabilities: Accounts payable 10,674 Accrued liabilities 5,838 Long-term debt 1,500 Accrued pension liabilities 30,367 Other non-current liabilities 4 Total liabilities assumed 48,383 Net assets acquired $ 114,493 The goodwill of $32,162 arising from the acquisition was assigned to SPLP's Diversified Industrial segment, of which $24,100 was not expected to be deductible for income tax purposes. Other intangible assets consist primarily of acquired trade names of approximately $4,300 , customer relationships of approximately $3,100 , and developed technology of approximately $1,700 . These intangible assets have been assigned useful lives ranging from 10 to 15 years based on the long operating history, broad market recognition and continued demand for the associated brands, and the limited turnover and longstanding relationships JPS has with its existing customer base. The valuations of acquired trade names and developed technology were performed utilizing a relief from royalty method, and significant assumptions used in the valuation included the royalty rate assumed and the expected level of future sales, as well as the rate of technical obsolescence for the developed technology. The acquired customer relationships were valued using an excess earnings approach, and significant assumptions used in the valuation included the customer attrition rate assumed and the expected level of future sales. The amount of net sales and operating income of the acquired business included in the Company's consolidated statements of operations for the year ended December 31, 2017 were approximately $94,900 and $5,000 , respectively. The amount of net sales and operating loss of the acquired business included in the Company's consolidated statements of operations for the year ended December 31, 2016 were approximately $101,600 and $32,100 , respectively. The operating loss in 2016 reflects a goodwill impairment charge of $24,254 (see Note 7 - "Goodwill and Other Intangible Assets, Net") and an asset impairment charge of $7,900 (see Note 4 - "Divestitures and Asset Impairment Charges"). The amount of net sales and operating loss of the acquired business included in the Company's consolidated statements of operations for the year ended December 31, 2015 were approximately $59,500 and $2,200 , which included $3,400 of nonrecurring expense related to the fair value adjustment to acquisition-date inventories. The results of operations of JPS are reported within the Company's Diversified Industrial segment. CoSine Acquisition On January 20, 2015 ("CoSine Acquisition Date"), the Company entered into a contribution agreement ("Contribution Agreement") with CoSine. Pursuant to the Contribution Agreement, the Company contributed (i) 24,807,203 ordinary shares of API and (ii) 445,456 shares of common stock of Nathan's Famous, Inc. ("Nathan's") to CoSine in exchange for 16,500,000 shares of newly issued CoSine common stock and 12,761 shares of newly issued 7.5% series B non-voting preferred stock, which increased SPLP's ownership of CoSine to approximately 80% . Prior to obtaining a controlling interest, SPLP owned approximately 48% of the outstanding shares of CoSine, and its investment was accounted for under the equity method. As a result of the above transaction, CoSine became a majority-owned controlled subsidiary and is consolidated with SPLP from the CoSine Acquisition Date. Prior to CoSine's Acquisition of API discussed below, CoSine was included in the Corporate and Other segment. Beginning in the second quarter of 2015, CoSine is included in the Diversified Industrial segment. The Contribution Agreement was the first step in a plan for a wholly-owned United Kingdom ("UK") subsidiary of CoSine ("BidCo") to make an offer, which commenced on February 4, 2015, to acquire all of the issued and to be issued shares in API for 60 pence in cash per API share not already owned by BidCo. As a result of the offer, BidCo owned approximately 98% of API as of March 31, 2015; however, CoSine did not obtain control over the operations of API until April 17, 2015 (see the "CoSine's Acquisition of API" section below). As of the CoSine Acquisition Date, the fair value of the Company's previously held equity interest and the noncontrolling interest in CoSine were valued at approximately $2.51 per share. Accordingly, the Company remeasured its previously held equity interest to a fair value of approximately $12,011 , resulting in an investment gain, which was recorded in the first quarter of 2015, of approximately $6,900 and is included in Other income, net in the Company's consolidated statements of operations. The consideration paid to acquire the controlling interest in CoSine was $66,239 , which was comprised of $12,011 related to the fair value of the previously held common equity of CoSine, $22,823 for the fair value of the API shares transferred to CoSine and $31,405 for the fair value of the Nathan's shares transferred to CoSine. The following table summarizes the preliminary estimates of the fair values of the assets acquired and liabilities assumed as of the CoSine Acquisition Date as well as the fair value of the noncontrolling interest in CoSine: Amount Assets: Cash and cash equivalents $ 17,614 Prepaid expenses and other current assets 7 Long-term investments 54,228 Goodwill 8,295 Total assets acquired 80,144 Liabilities: Accounts payable 280 Accrued liabilities 783 Total liabilities assumed 1,063 Fair value of noncontrolling interest 12,842 Net assets acquired $ 66,239 CoSine's Acquisition of API As discussed above, CoSine obtained control over the operations of API on April 17, 2015 ("API Acquisition Date"), at which time API became a majority-owned subsidiary of CoSine. API is a manufacturer and distributor of foils, films and laminates used to enhance the visual appeal of products and packaging. API is headquartered in Cheshire, England. The fair value of the consideration paid consisted of the fair value of the previously held common equity of API of $22,861 and the cash paid of $47,866 for the additional API equity acquired, for total consideration of $70,727 . The following table summarizes the fair values of the assets acquired and liabilities assumed as of the API Acquisition Date: Amount Assets: Cash and cash equivalents $ 5,424 Trade and other receivables 24,160 Inventories 22,900 Prepaid expenses and other current assets 4,838 Property, plant and equipment 42,238 Goodwill 14,456 Other intangible assets 22,749 Other non-current assets 4,816 Total assets acquired 141,581 Liabilities: Accounts payable 24,556 Accrued liabilities 7,028 Short-term debt 2,104 Long-term debt 22,784 Accrued pension liabilities 11,791 Deferred tax liabilities 2,591 Total liabilities assumed 70,854 Net assets acquired $ 70,727 All of the goodwill is assigned to SPLP's Diversified Industrial segment and is not expected to be deductible for income tax purposes. Other intangible assets consist primarily of acquired trade names of approximately $5,200 and customer relationships of $17,700 . The trade names have been assigned a 10 year useful life based on the long operating history, broad market recognition and continued demand for the associated brands, and customer relationships have been assigned a 7 year life based on the expected turnover of API's existing customer base. The valuation of acquired trade names was performed utilizing a relief from royalty method, and significant assumptions used in the valuation include the royalty rate assumed and the expected level of future sales. The acquired customer relationships were valued using an excess earnings approach, and significant assumptions used in the valuation include the customer attrition rate assumed and the expected level of future sales. HNH Acquisition of ITW Polymers Sealants North America Inc. ("ITW") On March 31, 2015, HNH, through its indirect subsidiary, OMG, Inc. ("OMG"), acquired certain assets and assumed certain liabilities of ITW, which are used in the business of manufacturing two-component polyurethane adhesive for the roofing industry for a cash purchase price of $27,400 , reflecting a final working capital adjustment of $400 . The assets acquired and liabilities assumed primarily included net working capital of inventories and accrued liabilities; property, plant and equipment; and intangible assets, primarily developed technology, valued at $1,700 , $100 and $4,400 , respectively. In connection with the ITW acquisition, the Company has recorded goodwill totaling approximately $21,268 , which is expected to be deductible for income tax purposes. Pro Forma Disclosures Unaudited pro forma revenue and net income from continuing operations attributable to common unitholders of the combined entities is presented below as if JPS and API had both been acquired January 1, 2014, and SLI and EME had both been acquired January 1, 2015. Year Ended December 31, 2016 2015 Revenue $ 1,296,850 $ 1,357,820 Net income from continuing operations attributable to common unitholders 1,211 70,308 Net income from continuing operations per common unit - basic 0.12 2.96 Net income from continuing operations per common unit - diluted 0.12 2.95 This unaudited pro forma data is presented for informational purposes only and does not purport to be indicative of the results of future operations or of the results that would have occurred had the JPS and API acquisitions taken place on January 1, 2014 and the SLI and EME acquisitions taken place on January 1, 2015. The information is based on historical financial information with respect to the acquisitions and does not include operational or other changes which might have been effected by the Company. The unaudited pro forma earnings for all periods were adjusted to reflect incremental depreciation and amortization expense based on the fair value adjustments for the acquired property, plant and equipment and intangible assets, which are principally amortized using the double-declining balance method for customer relationships and the straight line method for other intangibles, over periods principally ranging from 10 to 15 years, except for the customer order backlog, which is amortized over periods ranging from two to eight months . The unaudited proforma earnings were also adjusted to reflect incremental interest expense on the borrowings made to finance the acquisitions. The 2016 unaudited pro forma earnings exclude a total of $9,200 of acquisition-related costs incurred by HNH, SLI and EME during the year ended December 31, 2016. Of these costs that were excluded from 2016 pro forma expenses, an expense of $1,900 from the amortization of the fair value adjustment to acquisition-date inventories and an expense of $1,900 associated with the acceleration of SLI's previously outstanding stock-based compensation awards were reflected in 2015 and reduced the 2015 unaudited pro forma earnings. The 2015 unaudited pro forma earnings also reflect adjustments to exclude $8,572 of acquisition-related costs incurred by HNH, JPS, SLI and API in 2015 and $4,375 of nonrecurring expense related to JPS's and API's amortization of the fair value adjustment to acquisition-date inventories. |
DIVESTITURES AND ASSET IMPAIRME
DIVESTITURES AND ASSET IMPAIRMENT CHARGES | 12 Months Ended |
Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DIVESTITURES AND ASSET IMPAIRMENT CHARGES | DIVESTITURES AND ASSET IMPAIRMENT CHARGES Discontinued operations in 2015 include the operations of Arlon, LLC ("Arlon"), a manufacturer of high performance materials for the printed circuit board industry and silicone rubber-based materials, which was part of SPLP's Diversified Industrial segment. On December 18, 2014, HNH entered into a contract to sell its Arlon business for $157,000 in cash, less transaction fees, subject to a final working capital adjustment and certain potential reductions as provided in the stock purchase agreement, which are reflected in proceeds from sales of discontinued operations in the Company's consolidated statements of cash flows for the year ended December 31, 2015. The closing occurred in January 2015. Year Ended December 31, 2015 Total revenue $ 5,952 Net income from operations 565 Net loss from operations after taxes and noncontrolling interests (1,111 ) Gain on sale of discontinued operations after taxes and noncontrolling interests 56,659 Divestitures In the second quarter of 2017, API sold a facility in Salford, UK for approximately $5,000 and recorded a gain on sale of approximately $450 , which is recorded in Other (income) expenses, net in the Company's consolidated statements of operations. Also, in the first quarter of 2017, API sold a facility in Rahway, N.J. for approximately $7,500 and recorded a gain on sale of approximately $200 , which is recorded in Other (income) expenses, net in the Company's consolidated statements of operations. In January 2017, HNH sold its Micro-Tube Fabricators, Inc. business ("MTF") for approximately $2,500 and recorded a loss on sale of $400 , which is included in Other (income) expenses, net in the Company's consolidated statements of operations. MTF specialized in the production of precision fabricated tubular components produced for medical device, aerospace, aircraft, automotive and electronic applications, and it was included in the Company's Diversified Industrial segment. The price was paid $2,000 in cash at closing and a $500 subordinated promissory note to HNH bearing 5% interest annually, which has been fully collected. In addition, HNH may receive up to $1,000 of additional contingent consideration if certain sales volume milestones are met between the sale date and December 31, 2019. In 2017, the Company earned $755 of additional contingent consideration. The operations of MTF were not significant to the Company's consolidated financial statements. In October 2016, HNH subsidiary, JPS, sold the equipment and certain customer information, as well as related inventories, of its Slater, South Carolina facility for $3,500 . The operations of this facility were not significant to the consolidated financial statements of the Company. In April 2016, API sold its security holographics business for approximately $8,000 and recorded a gain of approximately $2,800 , which is recorded in Other income, net in the Company's consolidated statements of operations. API's security holographics business created custom optical security solutions to protect secure documents and premium products against counterfeit and fraud and it was included in the Company's Diversified Industrial segment. The sale was part of API's strategy to focus on its decorative holographic offerings for the packaging market. The operations of this business were not significant to the consolidated financial statements of SPLP. Asset Impairment Charges 2017 During 2017, Steel Excel recorded a non-cash impairment charge of $2,028 related to an other-than-temporary impairment of a certain investment. 2016 In connection with its continued integration of JPS, the Company approved the closure of JPS' Slater, South Carolina operating facility during the second quarter of 2016 and recorded impairment charges totaling approximately $7,900 associated with the planned closure, including write-downs of $6,600 to property, plant and equipment and $400 to intangible assets, as well as a $900 inventory write-down, which was recorded in Cost of goods sold in the Company's consolidated statements of operations. Due to improved operational productivity and available capacity at Lucas-Milhaupt facilities, the Company approved the closure of its Lucas-Milhaupt Gliwice, Poland operating facility as part of its continual focus to optimize infrastructure costs. During the third quarter of 2016, the Company recorded asset impairment charges totaling $3,557 , primarily due to write-downs of $1,500 to property, plant, and equipment and $500 to inventories associated with the planned closure. The inventory write-down was recorded in Cost of goods sold in the Company's consolidated statements of operations. In addition, during 2016, Steel Excel recorded non-cash asset impairment charges of $7,202 related to other-than-temporary impairments on certain investments. 2015 Asset impairment charges in 2015 are comprised of a non-cash asset impairment charge of $1,398 recorded by the Company related to certain unused, real property located in Norristown, Pennsylvania to reflect its current market value, a non-cash impairment charge of $1,316 recorded by DGT related to real property to reflect its current market value, and other-than-temporary impairments of investments of $65,378 . |
LOANS RECEIVABLE, INCLUDING LOA
LOANS RECEIVABLE, INCLUDING LOANS HELD FOR SALE | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
LOANS RECEIVABLE, INCLUDING LOANS HELD FOR SALE | LOANS RECEIVABLE, INCLUDING LOANS HELD FOR SALE Major classification of WebBank's loans receivable, including loans held for sale at December 31, 2017 and 2016 are as follows: Total Current Non-current December 31, 2017 % December 31, 2016 % December 31, 2017 December 31, 2016 December 31, 2017 December 31, 2016 Loans held for sale $ 136,773 $ 80,692 $ 136,773 $ 80,692 $ — $ — Commercial real estate loans $ 568 1 % $ 870 1 % 20 43 548 $ 827 Commercial and industrial 84,726 61 % 50,564 68 % 28,315 3,059 56,411 47,505 Consumer loans 53,238 38 % 22,805 31 % 22,371 8,949 30,867 13,856 Total loans 138,532 100 % 74,239 100 % 50,706 12,051 87,826 62,188 Less: Allowance for loan losses (5,237 ) (1,483 ) (5,237 ) (1,483 ) — — Total loans receivable, net $ 133,295 $ 72,756 45,469 10,568 87,826 62,188 Loans receivable, including loans held for sale (a) $ 182,242 $ 91,260 $ 87,826 $ 62,188 (a) The carrying value is considered to be representative of fair value because the rates of interest are not significantly different from market interest rates for instruments with similar maturities. The fair value of loans receivable, including loans held for sale, net was $270,068 and $153,488 at December 31, 2017 and 2016 , respectively. Commercial and industrial loans include unamortized premiums of $1 and unaccreted discounts of $507 at December 31, 2017 and unamortized premiums of $2 and unaccreted discounts of $418 at December 31, 2016 . Loans with a carrying value of approximately $57,436 and $ 47,237 were pledged as collateral for potential borrowings at December 31, 2017 and 2016 , respectively. WebBank serviced $3,125 and $3,535 in loans for others at December 31, 2017 and 2016, respectively. Allowance for Loan Losses The allowance for loan losses ("ALLL") represents an estimate of probable and estimable losses inherent in the loan portfolio as of the balance sheet date. Losses are charged to the ALLL when incurred. Generally, commercial loans are charged off or charged down at the point at which they are determined to be uncollectible in whole or in part, or when 180 days past due unless the loan is well secured and in the process of collection. The amount of the ALLL is established by analyzing the portfolio at least quarterly and a provision for or reduction of loan losses is recorded so that the ALLL is at an appropriate level at the balance sheet date. The methodologies used to estimate the ALLL depend upon the impairment status and portfolio segment of the loan. Loan groupings are created for each loan class, and are then graded against historical and industry loss rates. After applying historic loss experience, the quantitatively derived level of ALLL is reviewed for each segment using qualitative criteria. Various risk factors are tracked that influence judgment regarding the level of the ALLL across the portfolio segments. Primary qualitative factors that may be reflected in the quantitative models include: • Asset quality trends • Risk management and loan administration practices • Portfolio management and controls • Effect of changes in the nature and volume of the portfolio • Changes in lending policies and underwriting policies • Existence and effect of any portfolio concentrations • National economic business conditions and other macroeconomic adjustments • Regional and local economic and business conditions • Data availability and applicability • Industry monitoring • Value of underlying collateral Changes in these factors are reviewed to ensure that changes in the level of the ALLL are consistent with changes in these factors. The magnitude of the impact of each of these factors on the qualitative assessment of the ALLL changes from quarter to quarter according to the extent these factors are already reflected in historic loss rates and according to the extent these factors diverge from one another. Also considered is the uncertainty inherent in the estimation process when evaluating the ALLL. Changes in the ALLL are summarized as follows: Commercial Real Estate Loans Commercial & Industrial Consumer Loans Total December 31, 2014 $ 76 $ 481 $ — $ 557 Charge-offs — — — — Recoveries 69 54 — 123 Provision (97 ) 47 — (50 ) December 31, 2015 48 582 — 630 Charge-offs — — — — Recoveries 49 30 — 79 Provision (68 ) 268 574 774 December 31, 2016 29 880 574 1,483 Charge-offs — (933 ) (1,214 ) (2,147 ) Recoveries 17 142 103 262 Provision (33 ) 2,711 2,961 5,639 December 31, 2017 $ 13 $ 2,800 $ 2,424 $ 5,237 The ALLL and outstanding loan balances according to the Company's impairment method are summarized as follows: December 31, 2017 Commercial Real Estate Loans Commercial & Industrial Consumer Loans Total Allowance for loan losses: Individually evaluated for impairment $ 1 $ 38 $ 39 Collectively evaluated for impairment 12 2,762 2,424 5,198 Total $ 13 $ 2,800 $ 2,424 $ 5,237 Outstanding loan balances: Individually evaluated for impairment $ 16 $ 41 $ — $ 57 Collectively evaluated for impairment 552 84,685 53,238 138,475 Total $ 568 $ 84,726 $ 53,238 $ 138,532 December 31, 2016 Commercial Real Estate Loans Commercial & Industrial Consumer Loans Total Allowance for loan losses: Individually evaluated for impairment $ 7 $ 46 $ — $ 53 Collectively evaluated for impairment 22 834 574 1,430 Total $ 29 $ 880 $ 574 $ 1,483 Outstanding loan balances: Individually evaluated for impairment $ 17 $ 54 $ — $ 71 Collectively evaluated for impairment 853 50,510 22,805 74,168 Total $ 870 $ 50,564 $ 22,805 $ 74,239 Nonaccrual and Past Due Loans Commercial and Industrial loans past due 90 days or more and still accruing interest were $2,551 and $0 at December 31, 2017 and 2016 , respectively. Consumer loans past due 90 days or more and still accruing interest were $107 and $3 at December 31, 2017 and 2016 , respectively. The Company did not have any nonaccrual loans at December 31, 2017 and 2016 . Past due loans (accruing and nonaccruing) are summarized as follows: December 31, 2017 Current 30-89 Days 90+ Days Total Total Loans Recorded Nonaccrual (a) Commercial real estate loans $ 568 $ — $ — $ — $ 568 $ — $ — Commercial and industrial 81,101 1,074 2,551 3,625 84,726 2,551 — Consumer loans 52,521 610 107 717 53,238 107 — Total loans $ 134,190 $ 1,684 $ 2,658 $ 4,342 $ 138,532 $ 2,658 $ — (a) Represents nonaccrual loans that are not past due more than 30 days; however, full payment of principal and interest is still not expected. December 31, 2016 Current 30-89 Days 90+ Days Total Total Loans Recorded Nonaccrual (b) Commercial real estate loans $ 870 $ — $ — $ — $ 870 $ — $ — Commercial and industrial 50,564 — — — 50,564 — — Consumer loans 22,745 57 3 60 22,805 3 — Total loans $ 74,179 $ 57 $ 3 $ 60 $ 74,239 $ 3 $ — (b) Represents nonaccrual loans that are not past due more than 30 days; however, full payment of principal and interest is still not expected. Credit Quality Indicators In addition to the past due and nonaccrual criteria, loans are analyzed using a loan grading system. Generally, internal grades are assigned to loans based on the performance of the loans, financial/statistical models and loan officer judgment. For consumer loans and some commercial and industrial loans, the primary credit quality indicator is payment status. Reviews and grading of loans with unpaid principal balances of $100 or more is performed once per year. Grades follow definitions of Pass, Special Mention, Substandard, and Doubtful which are consistent with published definitions of regulatory risk classifications. The definitions of Pass, Special Mention, Substandard, and Doubtful are summarized as follows: • Pass : An asset in this category is a higher quality asset and does not fit any of the other categories described below. The likelihood of loss is considered remote. • Special Mention : An asset in this category has a specific weakness or problem but does not currently present a significant risk of loss or default as to any material term of the loan or financing agreement. • Substandard : An asset in this category has a developing or currently minor weakness or weaknesses that could result in loss or default if deficiencies are not corrected or adverse conditions arise. • Doubtful : An asset in this category has an existing weakness or weaknesses that have developed into a serious risk of significant loss or default with regard to a material term of the financing agreement. Outstanding loan balances (accruing and nonaccruing) categorized by these credit quality indicators are summarized as follows: December 31, 2017 Non - Graded Pass Special Sub- Doubtful Total Loans Commercial real estate loans $ — $ 552 $ — $ 16 $ — $ 568 Commercial and industrial 25,082 56,286 3,317 41 — 84,726 Consumer loans 53,238 — — — — 53,238 Total loans $ 78,320 $ 56,838 $ 3,317 $ 57 $ — $ 138,532 December 31, 2016 Non - Graded Pass Special Sub- Doubtful Total Loans Commercial real estate loans $ — $ 853 $ — $ 17 $ — $ 870 Commercial and industrial — 45,931 4,579 54 — 50,564 Consumer loans 22,805 — — — — 22,805 Total loans $ 22,805 $ 46,784 $ 4,579 $ 71 $ — $ 74,239 Impaired Loans Loans are considered impaired when, based on current information and events, it is probable that WebBank will be unable to collect all amounts due according to the contractual terms of the loan agreement, including scheduled interest payments. When loans are impaired, an estimate of the amount of the balance that is impaired is made and a specific reserve is assigned to the loan based on the estimated present value of the loan's future cash flows discounted at the loan's effective interest rate, the observable market price of the loan, or the fair value of the loan's underlying collateral less the cost to sell. When the impairment is based on the fair value of the loan's underlying collateral, the portion of the balance that is impaired is charged off, such that these loans do not have a specific reserve in the ALLL. Payments received on impaired loans that are accruing are recognized in interest income, according to the contractual loan agreement. WebBank recognized $4 , $78 , and $86 on impaired loans for the years ended December 31, 2017 , 2016 , and 2015 , respectively. Payments received on impaired loans that are on nonaccrual are not recognized in interest income, but are applied as a reduction to the principal outstanding. Payments are recognized when cash is received. Information on impaired loans is summarized as follows: Recorded Investment December 31, 2017 Unpaid Principal With No With Total Recorded Related Average Recorded Commercial real estate loans $ 16 $ — $ 16 $ 16 $ 1 $ 16 Commercial and industrial 41 3 38 41 38 14 Total loans $ 57 $ 3 $ 54 $ 57 $ 39 $ 30 Recorded investment December 31, 2016 Unpaid Principal With No With Total Recorded Related Average Recorded Commercial real estate loans $ 17 $ — $ 17 $ 17 $ 7 $ 655 Commercial and industrial 54 8 46 54 46 3,274 Total loans $ 71 $ 8 $ 63 $ 71 $ 53 $ 3,929 |
INVENTORIES, NET
INVENTORIES, NET | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
INVENTORIES, NET | INVENTORIES, NET A summary of inventories, net is as follows: December 31, 2017 December 31, 2016 Finished products $ 49,053 $ 42,824 In-process 25,037 19,160 Raw materials 53,015 42,881 Fine and fabricated precious metal in various stages of completion 16,757 15,019 143,862 119,884 LIFO reserve (1,227 ) (679 ) Total $ 142,635 $ 119,205 Fine and Fabricated Precious Metal Inventory In order to produce certain of its products, the Company purchases, maintains and utilizes precious metal inventory. The Company records certain precious metal inven tory at the lower of LIFO cost or market, with any adjustments recorded through Cost of goods sold. Remaining precious metal inventory is accounted for primarily at fair value. During the third quarter of 2017, the Company began obtaining certain precious metals under a $29,500 fee consignment agreement with the Bank of Nova Scotia ("ScotiaBank"). As of December 31, 2017, the Company had approximately $8,100 of silver under consignment with ScotiaBank, which is recorded at fair value in Inventories, net with a corresponding liability for the same amount included in Accrued liabilities on the Company's consolidated balance sheet. Fees charged under the consignment agreement are recorded in Interest expense in the Company's consolidated statements of operations. December 31, 2017 December 31, 2016 Supplemental inventory information: Precious metals stated at LIFO cost $ 4,897 $ 5,001 Precious metals stated under non-LIFO cost methods, primarily at fair value 10,633 9,339 Market value per ounce: Silver 17.01 16.05 Gold 1,296.50 1,159.10 Palladium 1,056.00 676.00 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS, NET | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS, NET | GOODWILL AND OTHER INTANGIBLE ASSETS, NET A reconciliation of the change in the carrying value of goodwill is as follows: Diversified Industrial Energy Corporate and Other Total Balance at December 31, 2016: Gross goodwill $ 191,596 $ 64,790 $ 81 $ 256,467 Accumulated impairments (24,254 ) (64,790 ) — (89,044 ) Net goodwill 167,342 — 81 167,423 Acquisitions (a) — 758 — 758 Currency translation adjustment 1,504 — — 1,504 Other adjustments 430 — — 430 Balance at December 31, 2017: Gross goodwill 193,530 65,548 81 259,159 Accumulated impairments (24,254 ) (64,790 ) — (89,044 ) Net goodwill $ 169,276 $ 758 $ 81 $ 170,115 (a) Goodwill from acquisitions relates to the Basin acquisition. For additional information, see Note 3 - "Acquisitions." Diversified Industrial Energy Corporate and Other Total Balance at December 31, 2015: Gross goodwill $ 101,772 $ 64,790 $ 81 $ 166,643 Accumulated impairments — (64,790 ) — (64,790 ) Net goodwill 101,772 — 81 101,853 Acquisitions (b) 92,177 — — 92,177 Impairment (24,254 ) — — (24,254 ) Currency translation adjustment (2,508 ) — — (2,508 ) Other adjustments 155 — — 155 Balance at December 31, 2016: Gross goodwill 191,596 64,790 81 256,467 Accumulated impairments (24,254 ) (64,790 ) — (89,044 ) Net goodwill $ 167,342 $ — $ 81 $ 167,423 (b) Goodwill from acquisitions relates to HNH's acquisition of SLI and SLI's acquisition of EME, as well as API's acquisitions of Hazen and AMP. For additional information, see Note 3 - "Acquisitions." In 2016, the Company recorded a goodwill impairment charge of $24,254 related to the performance materials business within its Diversified Industrial segment, resulting from a decline in market conditions and lower demand for certain of JPS' product lines. The fair value of the reporting unit used in determining the goodwill impairment charge was based on valuations using a combination of the income and market approaches. See Note 17 - "Fair Value Measurements" for further discussion of these valuation methodologies. In connection with its annual goodwill impairment tests and the adverse effects of developments in the oil services industry, the Company recognized impairment charges of $19,571 in 2015. The goodwill impairment charges related to the goodwill associated with its Energy segment, resulting from the adverse effects the decline in energy prices had on the oil services industry. A summary of other intangible assets is as follows: December 31, 2017 December 31, 2016 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Customer relationships $ 222,277 $ 80,952 $ 141,325 $ 220,890 $ 57,978 $ 162,912 Trademarks, trade names and brand names 52,356 14,996 37,360 51,717 11,682 40,035 Developed technology, patents and patent applications 28,239 11,756 16,483 27,947 9,332 18,615 Other 16,131 11,982 4,149 16,652 11,002 5,650 Total $ 319,003 $ 119,686 $ 199,317 $ 317,206 $ 89,994 $ 227,212 Trademarks with indefinite lives as of December 31, 2017 and 2016 were $8,020 . Amortization expense related to intangible assets was $29,743 , $31,358 and $16,258 for the years ended December 31, 2017 , 2016 and 2015 , respectively. The increase in amortization expense during 2016 was principally due to the Company's acquisitions as discussed in Note 3 - "Acquisitions." The estimated amortization expense for each of the five succeeding years and thereafter is as follows: Customer Relationships Trademarks, Trade Names and Brand Names Developed Technology, Patents and Patent Applications Other Total 2018 $ 20,730 $ 2,808 $ 2,410 $ 805 $ 26,753 2019 17,241 2,484 2,410 760 22,895 2020 16,125 2,484 1,998 730 21,337 2021 14,523 2,484 1,878 723 19,608 2022 11,242 2,478 1,849 209 15,778 Thereafter 61,464 16,602 5,938 922 84,926 Total $ 141,325 $ 29,340 $ 16,483 $ 4,149 $ 191,297 |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT, NET | PROPERTY, PLANT AND EQUIPMENT, NET A summary of property, plant and equipment, net is as follows: December 31, 2017 December 31, 2016 Land $ 18,674 $ 16,859 Buildings and improvements 74,662 71,154 Machinery, equipment and other 352,276 302,658 Construction in progress 17,178 22,936 462,790 413,607 Accumulated depreciation (190,799 ) (152,195 ) Property, plant and equipment, net $ 271,991 $ 261,412 Depreciation expense was $42,193 , $39,188 and $32,302 for the years ended December 31, 2017 , 2016 and 2015 , respectively. |
INVESTMENTS
INVESTMENTS | 12 Months Ended |
Dec. 31, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
INVESTMENTS | INVESTMENTS Short-Term Investments Marketable Securities The Company's short-term investments primarily consist of its marketable securities portfolio held by its subsidiary, Steel Excel. These marketable securities as of December 31, 2017 and 2016 were classified as available-for-sale securities. The classification of marketable securities as a current asset is based on the intended holding period and realizability of the investment. The Company's portfolio of marketable securities at December 31, 2017 and 2016 was as follows: December 31, 2017 December 31, 2016 Cost Gross Unrealized Gains Gross Unrealized Losses Fair value Cost Gross Unrealized Gains Gross Unrealized Losses Fair value Available-for-sale securities Short-term deposits $ 35,834 $ — $ — $ 35,834 $ 73,270 $ — $ — $ 73,270 Mutual funds 12,077 4,675 — 16,752 11,997 2,279 — 14,276 Corporate securities 32,311 11,893 (2,643 ) 41,561 17,516 4,586 (586 ) 21,516 Corporate obligations — — — — 17,232 734 (108 ) 17,858 Total marketable securities 80,222 16,568 (2,643 ) 94,147 120,015 7,599 (694 ) 126,920 Amounts classified as cash equivalents (35,834 ) — — (35,834 ) (73,270 ) — — (73,270 ) Amounts classified as marketable securities $ 44,388 $ 16,568 $ (2,643 ) $ 58,313 $ 46,745 $ 7,599 $ (694 ) $ 53,650 Proceeds from sales of marketable securities were $16,596 , $60,600 and $43,300 in 2017 , 2016 and 2015 , respectively. The Company determines gains and losses from sales of marketable securities based on specific identification of the securities sold. Gross realized gains and losses from sales of marketable securities, all of which are reported as a component of Other income, net in the Company's consolidated statements of operations, were as follows: Year Ended December 31, 2017 2016 2015 Gross realized gains $ 637 $ 4,771 $ 12,053 Gross realized losses (545 ) (1,483 ) (6,806 ) Realized gains, net $ 92 $ 3,288 $ 5,247 The fair value of the Company's marketable securities with unrealized losses at December 31, 2017 , and the duration of time that such losses had been unrealized, were as follows: Less than 12 Months 12 Months or Greater Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate securities $ 5,801 $ (2,558 ) $ 398 $ (85 ) $ 6,199 $ (2,643 ) Total $ 5,801 $ (2,558 ) $ 398 $ (85 ) $ 6,199 $ (2,643 ) The fair value of the Company's marketable securities with unrealized losses at December 31, 2016 , and the duration of time that such losses had been unrealized, were as follows: Less than 12 Months 12 Months or Greater Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate securities $ 2,316 $ (384 ) $ 662 $ (202 ) $ 2,978 $ (586 ) Corporate obligations 12,481 (108 ) — — 12,481 (108 ) Total $ 14,797 $ (492 ) $ 662 $ (202 ) $ 15,459 $ (694 ) The gross unrealized losses primarily related to losses on corporate securities and corporate obligations, which primarily consist of investments in equity and debt securities of publicly-traded entities. Based on Steel Excel's evaluation of such securities, it determined that certain unrealized losses represented other-than-temporary impairments. This determination was based on several factors, including adverse changes in the market conditions and economic environments in which the entities operate. Steel Excel recognized asset impairment charges of approximately $2,028 and $4,200 for the years ended December 31, 2017 and 2016 , respectively. The Company determined that there was no indication of other-than-temporary impairments on its other investments with unrealized losses as of December 31, 2017 . This determination was based on several factors, including the length of time and extent to which fair value has been less than the cost basis, the financial condition and near-term prospects of the entity, and the intent and ability to hold the corporate securities for a period of time sufficient to allow for any anticipated recovery in market value. The Company did not hold any marketable securities with contractual maturities as of December 31, 2017 . Long-Term Investments The following table summarizes the Company's long-term investments as of December 31, 2017 and 2016 . All equity-method investment income and losses, as well as income from other investments where the fair value option has been elected, is recorded in (Income) loss of associated companies and other investments held at fair value, net of taxes in the Company's consolidated statements of operations. Ownership % Long-Term Investments Balance (Income) Loss Recorded in Statements of Operations December 31, December 31, Year Ended December 31, 2017 2016 2017 2016 2017 2016 2015 Corporate securities (a) $ 131,307 $ 75,608 $ — $ — $ (4,449 ) Steel Connect ("STCN") convertible notes (b) 10,387 4,350 (614 ) (870 ) — STCN preferred stock (c) 35,000 — — — — STCN warrants — 19 19 524 $ 1,656 Equity method investments: Carried at fair value: STCN common stock 30.4 % 32.9 % 45,275 26,547 (15,700 ) 13,575 16,743 Aviat Networks, Inc. ("Aviat") 12.7 % 12.7 % 10,168 9,269 (899 ) (3,094 ) 4,682 Other 43.8 % 43.8 % 1,223 1,223 — 708 232 SL Industries, Inc. (d) 100.0 % 100.0 % — — — (8,078 ) 7,083 JPS Industries, Inc. (d) 100.0 % 100.0 % — — — — (5,831 ) API Technologies Corp. ("API Tech") — % — % — — — (7,089 ) 8,576 Other investments at fair value - related party (e) — — — — (361 ) Long-term investments carried at fair value 233,360 117,016 Carried at cost: Other equity method investments carried at cost (f) 2,784 3,050 306 239 3,446 Total $ 236,144 $ 120,066 $ (16,888 ) $ (4,085 ) $ 31,777 (a) Represents available-for-sale securities at December 31, 2017 and 2016. Cost basis totaled $12,250 at both December 31, 2017 and 2016 and gross unrealized gains totaled $119,057 and $63,358 at December 31, 2017 and 2016 , respectively. The year ended December 31, 2015 includes income from available-for-sale securities for which the fair value option was elected. (b) Represents investment in STCN convertible notes. Cost basis totaled $8,903 and $3,480 at December 31, 2017 and 2016 , respectively, and gross unrealized gains totaled $1,484 and $870 at December 31, 2017 and 2016 , respectively. Changes in fair value are recorded in the Company's consolidated statements of operations as the Company elected the fair value option to account for this investment. (c) Represents investment in STCN preferred stock. On December 15, 2017, the Company entered into a Preferred Stock Purchase Agreement pursuant to which STCN issued Series C convertible voting preferred stock for an aggregate purchase consideration of $35,000 . Each share of preferred stock can be converted into shares of STCN's common stock at an initial conversion price equal to $1.96 per share, subject to appropriate adjustments for any stock dividend, stock split, stock combination, reclassification or similar transaction, among other things. The convertible preferred shares, if converted as of December 31, 2017, when combined with the common shares owned by the Company, would result in the Company having a direct interest of approximately 46% of STCN's outstanding shares. (d) SL Industries, Inc. was acquired during 2016. JPS Industries, Inc. was acquired during 2015. Prior to these dates, each was accounted for as a long-term investment of the Company. (e) Represents income from the SPII liquidating trusts, which were all fully liquidated by December 31, 2015. (f) Represents Steel Excel's investment in iGo, Inc. ("iGo") of 45.0% and a 50% investment in API Optix s.r.o ("API Optix"), a joint venture investment held by API. For 2015, amounts recorded in the Company's consolidated statements of operations also include equity method income or loss from WFH LLC (formerly CoSine). The Company had no proceeds from sales of available-for-sale securities classified in long-term investments for the years ended December 31, 2017 and 2016 . Proceeds from the sales of available-for-sale securities classified in long-term investments were $33,582 for the year ended December 31, 2015 . The Company had gross realized gains of $27,275 and gross realized losses of $56 related to the sales of these available-for-sale securities, all of which are reported as a component of Other income, net in the Company's consolidated statements of operations for the for the year ended December 31, 2015 . Also, in 2015 Cosine received a special dividend of approximately $5,500 which is included in Other income, net in the Company's consolidated statements of operations for the year ended December 31, 2015. As a result, management determined there to be an other-than-temporary impairment in the stock price and recorded an impairment charge of approximately $5,500 . Equity Method Investments The Company's investments in associated companies are accounted for under the equity method of accounting (see Note 2 - "Summary of Significant Accounting Policies" for additional information). Associated companies are included in either the Diversified Industrial, Energy or Corporate and Other segments. Certain associated companies have a fiscal year end that differs from December 31. Additional information for each of SPLP's investments in associated companies that have impacted the Company's consolidated statements of operations during 2017 , 2016 or 2015 is as follows: Equity Method, Carried At Fair Value: • STCN (formerly ModusLink Global Solutions, Inc.) provides supply chain and logistics services to companies in the consumer electronics, communications, computing, software, storage and retail industries. STCN had issued the Company warrants to purchase an additional 2,000,000 shares at $5.00 per share. Such warrants were terminated in 2017. • Aviat is a global provider of microwave networking solutions. Prior to being classified as an equity method investment in January 2015, the investment in Aviat was accounted for as an available-for-sale security, and upon the change in classification the Company recognized a loss of approximately $2,800 that had previously been included as a component of AOCI. • The Other investment represents the Company's investment in a Japanese real estate partnership. • SLI and JPS, which were previously classified as equity method investments, were acquired by HNH in 2016 and 2015, respectively (see Note 3 - "Acquisitions" for additional information), and therefore are now consolidated subsidiaries. • API Tech is a designer and manufacturer of high performance systems, subsystems, modules, and components. In April 2016, API Tech consummated a merger pursuant to which holders of its common stock received $2.00 for each share held. Upon consummation of the merger, Steel Excel received $22,900 for its investment in API Tech, and Steel Excel no longer had an investment in API Tech. Equity Method, Carried at Cost: • Steel Excel has an investment in iGo, a provider of accessories for mobile devices. The investment is being accounted for under the traditional equity method. Based on the closing market price of iGo's publicly-traded shares, the value of the investment in iGo was approximately $3,400 and $3,700 at December 31, 2017 and 2016 , respectively. • API has a 50% joint venture in API Optix with IQ Structures s.r.o. API Optix provides development and origination services in the field of micro and nano-scale surface relief technology. The investment, based in Prague, Czech Republic, is being accounted for under the equity method as an associated company. The below summary balance sheet and income statement amounts include results for associated companies for the periods in which they were accounted for as an associated company, or the nearest practicable twelve-month period corresponding to the Company's fiscal year. December 31, 2017 2016 Summary of balance sheet amounts: Current assets $ 257,846 $ 317,014 Non-current assets 23,452 28,169 Total assets $ 281,298 $ 345,183 Current liabilities $ 149,155 $ 200,966 Non-current liabilities 69,172 67,483 Total liabilities 218,327 268,449 Equity 62,971 76,734 Total liabilities and equity $ 281,298 $ 345,183 Year Ended December 31, 2017 2016 2015 Summary income statement amounts: Revenue $ 436,620 $ 541,540 $ 780,040 Gross profit 36,365 43,589 119,148 Loss from continuing operations (24,409 ) (48,801 ) (20,471 ) Net loss after noncontrolling interests (25,827 ) (50,007 ) (16,371 ) Other Investments In 2016, Steel Excel fully-impaired a promissory note and recognized an impairment charge of $3,000 . Steel Excel previously held a $25,000 cost-method investment in a limited partnership that co-invested with other private investment funds in a public company. Upon liquidation, the Company recognized a gain on the non-monetary exchange of approximately $9,300 based on the fair value of the shares received of $34,300 . The shares of common stock of the public company investee received are reported with the Company's marketable securities and are classified as "available-for-sale" securities at December 31, 2016. WebBank had $32,816 and $11,558 of held-to-maturity securities at December 31, 2017 and 2016 . WebBank records these securities at amortized cost, and they are included in Other non-current assets on the Company's consolidated balance sheets. The dollar value of these securities with expected maturities between one and five years is $8,580 , five through ten years is $22,552 and after ten years in $1,684 . Actual maturities may differ from expected or contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. The securities are collateralized by unsecured consumer loans. These securities had an estimated fair value of $32,842 and $11,556 at December 31, 2017 and 2016 , respectively. |
DEPOSITS
DEPOSITS | 12 Months Ended |
Dec. 31, 2017 | |
Banking and Thrift [Abstract] | |
DEPOSITS | DEPOSITS A summary of WebBank deposits is as follows: December 31, 2017 December 31, 2016 Time deposits year of maturity: 2017 $ — $ 105,155 2018 191,528 110,812 2019 115,819 57,848 2020 89,974 — Total time deposits 397,321 273,815 Money market deposits 113,679 91,790 Total deposits (a) $ 511,000 $ 365,605 Current $ 305,207 $ 196,944 Long-term 205,793 168,661 Total deposits $ 511,000 $ 365,605 (a) All time deposits accounts are under $250 . The carrying value is considered to be representative of fair value because the rates of interest are not significantly different from market interest rates for instruments with similar maturities. The fair value of Deposits was $511,473 and $365,178 at December 31, 2017 and 2016 , respectively. |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT Debt consists of the following: December 31, 2017 December 31, 2016 Short term debt: API - foreign $ 913 $ 832 HNH - foreign 711 553 Short-term debt 1,624 1,385 Long-term debt: SPLP revolving facility 406,981 58,651 HNH revolving facilities — 267,224 HNH other debt - domestic 6,062 6,493 HNH foreign loan facilities — 1,019 Steel Excel term loan, net of unamortized debt issuance costs — 36,195 API term loans — 11,142 API revolving facilities — 12,330 Subtotal 413,043 393,054 Less portion due within one year 459 62,928 Long-term debt 412,584 330,126 Total debt $ 414,667 $ 394,439 Long-term debt as of December 31, 2017 matures in each of the next five years as follows: Total 2018 2019 2020 2021 2022 Thereafter Long-term debt $ 413,043 $ 459 $ 459 $ 3,973 $ 101 $ 408,051 $ — SPLP Revolving Credit Facility On November 14, 2017 , SPH Group Holdings, Steel Excel, API Americas Inc., HNH and Cedar 2015 Limited (collectively, the "Borrowers"), each a direct or indirect subsidiary of the Company, entered into a credit agreement ("Credit Agreement") that consolidates a number of the Company's existing credit facilities into one combined, revolving credit facility covering substantially all of the Company's subsidiaries, with the exception of WebBank. The Credit Agreement provides for a revolving credit facility in an aggregate principal amount not to exceed $600,000 , which includes a $55,000 subfacility for swing line loans and a $50,000 subfacility for standby letters of credit. The Credit Agreement also permits the Borrowers, under certain circumstances, to increase the aggregate principal amount of revolving credit commitments under the Credit Agreement by up to $150,000 . Borrowings under the Credit Agreement bear interest, at the Borrower's option, at annual rates of either the Base Rate or the Euro-Rate, as defined, plus an applicable margin as set forth in the Credit Agreement ( 1.0% and 2.00% , respectively, for Base Rate and Euro-Rate borrowings at December 31, 2017 ), and the Credit Agreement provides for a commitment fee to be paid on unused borrowings. The weighted average interest rate on the Credit Agreement was 3.52% at December 31, 2017 . At December 31, 2017 , letters of credit totaling $10,636 had been issued under the Credit Agreement, including $3,488 of the letters of credit guaranteeing various insurance activities, and $6,256 for environmental and other matters. The Credit Agreement permits SPLP, the parent, to fund the dividends on its preferred units and its routine corporate expenses. The Company's total availability under the Credit Agreement, which is based upon earnings and certain covenants as described in the Credit Agreement, was approximately $71,400 as of December 31, 2017 . The Credit Agreement will expire with all amounts outstanding due and payable, on November 14, 2022 . The Credit Agreement is guaranteed by substantially all existing and thereafter acquired assets of the Borrowers and the Guarantors, as defined in the agreement, and a pledge of all of the issued and outstanding shares of capital stock of each of the Borrowers' and Guarantors' subsidiaries, and is fully guaranteed by the Guarantors. The Credit Agreement is subject to certain mandatory prepayment provisions and restrictive and financial covenants, which include a maximum ratio limit on Total Leverage and a minimum ratio limit on Interest Coverage, as defined. The Company was in compliance with all debt covenants at December 31, 2017 . SPLP's prior credit facility provided for a revolving credit facility with borrowing availability of up to $105,000 . Amounts outstanding under the prior credit facility bore interest at SPLP's option at either LIBOR or the Base Rate , as defined, plus an applicable margin under the loan agreement, and required a commitment fee to be paid on unused borrowings. Any amounts outstanding under the prior credit facility were paid in full on October 23, 2017. HNH Debt Senior Credit Facility As part of SPLP's new Credit Agreement, HNH paid all amounts outstanding under their prior senior credit facility on November 14, 2017 . HNH's prior senior credit facility, as amended, consisted of a revolving credit facility in an aggregate principal amount not to exceed $400,000 , a $20,000 sublimit for the issuance of letters of credit and a $20,000 sublimit for the issuance of swing loans. Borrowings under the Senior Credit Facility bore interest at HNH's option, at either LIBOR or the Base Rate , as defined, plus an applicable margin as set forth in the loan agreement. In addition, HNH was required to pay commitment fees per annum on the daily unused amount of the revolving loans. Master Lease Agreement During the year ended December 31, 2016 , HNH entered into a master lease agreement with TD Equipment Finance, Inc. ("TD Equipment"), which establishes the general terms and conditions for a $10,000 credit facility under which HNH may lease equipment and other property from TD Equipment pursuant to the terms of individual lease schedules. As of December 31, 2017 , $6,596 was outstanding under the master lease agreement, which is included in Other non-current liabilities on the Company's consolidated balance sheet. As of December 31, 2016 , no leases had been entered into under the master lease agreement. Steel Excel Loans As part of SPLP's new Credit Agreement, Steel Excel paid all amounts outstanding under their prior credit agreement on November 14, 2017. Steel Excel's prior credit agreement provided for a borrowing capacity of $105,000 consisting of a $95,000 secured term loan and up to $10,000 in revolving loans, subject to a borrowing base of 85% of the eligible trade receivables. Borrowings under the prior credit agreement bore interest at annual rates of either (i) the Base Rate plus an applicable margin or (ii) LIBOR plus an applicable margin. The applicable margin for both Base Rate and LIBOR was determined based on the leverage ratio calculated in accordance with the prior credit agreement. API Long-Term Debt Facilities Term Loans As part of SPLP's new Credit Agreement, API paid all amounts outstanding on their term loans on November 14, 2017. API's prior term loans principally bore interest at LIBOR plus 3.00% . Revolving Facilities As part of SPLP's new Credit Agreement, API paid all amounts outstanding under their prior credit facilities in the UK and U.S. API's prior credit facility in the UK was a multi-currency revolving agreement of £13,500 (approximately $16,500 ) that bore interest at LIBOR plus a margin of between 1.50% and 2.40% . The prior credit facility in the U.S. bore interest at LIBOR plus 3.00% . |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2017 | |
Derivative and Other Financial Instrument [Abstract] | |
FINANCIAL INSTRUMENTS | FINANCIAL INSTRUMENTS At December 31, 2017 and 2016 , financial instrument liabilities and related restricted cash consisted of $15,629 and $12,640 , respectively, of short sales of corporate securities. Activity is summarized below for financial instrument liabilities and related restricted cash: Year Ended December 31, 2017 2016 Balance, beginning of period $ 12,640 $ 21,639 Settlement of short sales of corporate securities (94 ) (9,229 ) Short sales of corporate securities 165 170 Net investment losses 2,918 60 Balance of financial instrument liabilities and related restricted cash, end of period $ 15,629 $ 12,640 Short Sales of Corporate Securities From time to time, Steel Excel enters into short sale transactions on certain corporate securities in which Steel Excel receives proceeds from the sale of such securities and incurs obligations to deliver such securities at a later date. Upon initially entering into such short sale transactions, Steel Excel recognizes a liability equal to the fair value of the obligation, with a comparable amount of cash and cash equivalents reclassified as restricted cash. Subsequent changes in the fair value of such obligations, determined based on the closing market price of the securities, are recognized currently as gains or losses, with a comparable adjustment made between unrestricted and restricted cash. Foreign Currency Forward Contracts API enters into foreign currency forward contracts to hedge certain of its receivables and payables denominated in other currencies. In addition, API enters into foreign currency forward contracts to hedge the value of certain of its future sales denominated in Euros and the value of its future purchases denominated in USD. These hedges have settlement dates ranging through December 2018. The forward contracts that are used to hedge the risk of foreign exchange movement on its receivables and payables are accounted for as fair value hedges. At December 31, 2017 , there was a contract in place to buy Sterling and sell Euros in the amount of €10,000 .The fair values of these derivatives are recognized as derivative assets and liabilities on the Company's consolidated balance sheets. The net change in fair value of the derivative assets and liabilities are recognized in the Company's consolidated statements of operations. The forward contracts that are used to hedge the value of API's future sales and purchases are accounted for as cash flow hedges. At December 31, 2017 , there were contracts in place to hedge the value of future sales denominated in Euros in the amount of €20,175 and the value of future purchases denominated in USD in the amount of $4,875 . These hedges are fully effective, and, accordingly the changes in fair value are recorded in AOCI and, at maturity, any gain or loss on the forward contract is reclassified from AOCI into the Company's consolidated statements of operations. For additional information on the Company's accounting policy related to foreign forward currency contracts, see Note 2 - "Summary of Significant Accounting Policies." WebBank - Derivative Financial Instruments WebBank's derivative financial instruments represent on-going economic interests in loans made after they are sold. These derivatives are carried at fair value on a gross basis in Other non-current assets on the Company's consolidated balance sheet at December 31, 2017 and are classified within Level 3 in the fair value hierarchy (see Note 17 - "Fair Value Measurements"). At December 31, 2017 , derivatives outstanding mature within 3 to 5 years. Gains and losses resulting from changes in fair value of derivative instruments are accounted for in the Company's consolidated statements of operations in Financial services revenue. Fair value represents the estimated amounts that WebBank would receive or pay to terminate the contracts at the reporting date based on a discounted cash flow model for the same or similar instruments. WebBank does not enter into derivative contracts for speculative or trading purposes. Call and Put Options For the year ended December 31, 2017 , the Company sold call options for proceeds of approximately $230 and purchased put options totaling $783 related to an exchange traded index fund. The options are traded in active markets, and accordingly, the Company records the fair value of the options through the use of quoted prices and records any changes in fair value in the consolidated statements of operations in Other (income) expenses, net. These derivative financial instruments are classified within Level 1 in the fair value hierarchy. Precious Metal and Commodity Inventories As of December 31, 2017 , the Company had the following outstanding forward contracts with settlement dates ranging through January 2018 . There were no futures contracts outstanding at December 31, 2017 . Commodity Amount Notional Value Silver 137,157 ounces $ 2,294 Gold 800 ounces $ 1,032 Copper 275,000 pounds $ 858 Tin 25 metric tons $ 482 Of the total forward contracts outstanding, 17,157 ounces of silver and substantially all the copper contracts are designated and accounted for as fair value hedges and are associated primarily with the Company's precious metal inventory carried at fair value. The remaining outstanding forward contracts for silver, and all the contracts for gold and tin, are accounted for as economic hedges. For additional information on the Company's accounting policy related to these fair value hedges, see Note 2 - "Summary of Significant Accounting Policies." The forward contracts were made with a counterparty rated A+ by Standard & Poors. Accordingly, the Company has determined that there is minimal credit risk of default. The Company estimates the fair value of its derivative contracts through the use of market quotes or with the assistance of brokers when market information is not available. The Company maintains collateral on account with the third-party broker. Such collateral consists of both cash that varies in amount depending on the value of open contracts, as well as ounces of precious metal held on account by the broker. The fair value and carrying amount of derivative instruments on the Company's consolidated balance sheets and the effect of derivative instruments in the Company's consolidated statements of operations is shown in the tables below: December 31, Derivative Balance Sheet Location 2017 2016 Commodity contracts (a), (b) Accrued liabilities $ (49 ) $ (111 ) Commodity contracts (c) (Accrued liabilities)/Prepaid expenses and other current assets (78 ) 3 Foreign exchange forward contracts (a), (d) Prepaid expenses and other current assets/(Accrued liabilities)/ 166 (872 ) Foreign exchange forward contracts (a), (b) Accrued liabilities (188 ) (76 ) Economic interest in loans (c) Other non-current assets 13,126 6,162 Call options Other current liabilities (258 ) — Put options Prepaid expenses and other current assets 3 — Total derivatives $ 12,722 $ 5,106 Year Ended December 31, 2017 2016 2015 Derivative Statements of Operations Location Gain (Loss) Gain (Loss) Gain (Loss) Commodity contracts (a), (b) Cost of goods sold $ (435 ) $ (1,520 ) $ 1,467 Commodity contracts (c) Cost of goods sold (61 ) (257 ) 246 Commodity contracts (c) Realized and unrealized (loss) gain on derivatives (145 ) 148 588 Interest rate swap agreements (c) Interest expense — — (77 ) Foreign exchange forward contracts (a), (d) Revenue/Cost of goods sold (1,357 ) (1,404 ) 2,063 Foreign exchange forward contracts (a), b) Other (expenses) income, net (339 ) (700 ) 21 Economic interest in loans (c) Revenue 8,902 7,148 — Call options Other expenses, net (28 ) — — Put options Other expenses, net (780 ) — — Total derivatives $ 5,757 $ 3,415 $ 4,308 (a) Designated as hedging instruments. (b) Fair value hedge. (c) Economic hedge. (d) Cash flow hedge. Financial Instruments with Off-Balance Sheet Risk WebBank is a party to financial instruments with off-balance sheet risk. In the normal course of business, these financial instruments include commitments to extend credit in the form of loans as part of WebBank's lending arrangements. Those instruments involve to varying degrees, elements of credit and interest rate risk in excess of the amount recognized on the consolidated balance sheet. The contract amounts of those instruments reflect the extent of involvement WebBank has in particular classes of financial instruments. At December 31, 2017 and 2016 , WebBank's undisbursed loan commitments totaled $148,529 and $184,784 , respectively. Commitments to extend credit are agreements to lend to a borrower who meets the lending criteria through one of WebBank's lending agreements, provided there is no violation of any condition established in the contract with the counterparty to the lending arrangement. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since certain of the commitments are expected to expire without the credit being extended, the total commitment amounts do not necessarily represent future cash requirements. WebBank evaluates each prospective borrower's credit worthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by WebBank upon extension of credit, is based on management's credit evaluation of the borrower and WebBank's counterparty. WebBank's exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit is represented by the contractual amount of those instruments. WebBank uses the same credit policy in making commitments and conditional obligations as it does for on-balance sheet instruments. WebBank estimates an allowance for potential losses on off-balance sheet contingent credit exposures related to the guaranteed amount of its Small Business Administration ("SBA") and United States Department of Agriculture ("USDA") loans and whether or not the SBA/USDA honors the guarantee. WebBank determines the allowance for these contingent credit exposures based on historical experience and portfolio analysis. The allowance is included in Other non-current liabilities on the Company's consolidated balance sheets, with any related increases or decreases in the reserve included in SG&A in the Company's consolidated statements of operations. The allowance was $188 at both December 31, 2017 and 2016 . |
PENSION AND OTHER POST-RETIREME
PENSION AND OTHER POST-RETIREMENT BENEFITS | 12 Months Ended |
Dec. 31, 2017 | |
Defined Benefit Plan [Abstract] | |
PENSION AND OTHER POST-RETIREMENT BENEFITS | PENSION AND OTHER POST-RETIREMENT BENEFITS HNH maintains several qualified and non-qualified pension plans and other post-retirement benefit plans. API maintains a pension plan in the United Kingdom ("API Plan") and a pension plan in the U.S. which is not significant. HNH's and API's significant pension, health care benefit and defined contribution plans are discussed below. The Company's other pension and post-retirement benefit plans are not significant individually or in the aggregate. Qualified Pension Plans - HNH HNH sponsors a defined benefit pension plan, the WHX Pension Plan, covering many of H&H's employees and certain employees of H&H's former subsidiary, Wheeling-Pittsburgh Corporation ("WPC"). The WHX Pension Plan was established in May 1998 as a result of the merger of the former H&H plans, which covered substantially all H&H employees, and the WPC plan. The WPC plan, covering most United Steel Workers of America-represented employees of WPC, was created pursuant to a collective bargaining agreement ratified on August 12, 1997. Prior to that date, benefits were provided through a defined contribution plan, the Wheeling-Pittsburgh Steel Corporation Retirement Security Plan ("RSP Plan"). The assets of the RSP Plan were merged into the WPC plan as of December 1, 1997. Under the terms of the WHX Pension Plan, the benefit formula and provisions for the WPC and H&H participants continued as they were designed under each of the respective plans prior to the merger. The qualified pension benefits under the WHX Pension Plan were frozen as of December 31, 2005 and April 30, 2006 for hourly and salaried non-bargaining participants, respectively, with the exception of a single operating unit. In 2011, the benefits were frozen for the remainder of the participants. WPC employees ceased to be active participants in the WHX Pension Plan effective July 31, 2003, and as a result, such employees no longer accrue benefits under the WHX Pension Plan. JPS sponsors a defined benefit pension plan ("JPS Pension Plan"), which was assumed in connection with HNH's JPS acquisition. Under the JPS Pension Plan, substantially all JPS employees who were employed prior to April 1, 2005 have benefits. The JPS Pension Plan was frozen effective December 31, 2005. Employees no longer earned additional benefits after that date. Benefits earned prior to December 31, 2005 will be paid out to eligible participants following retirement. The JPS Pension Plan was "unfrozen" for employees who were active employees on or after June 1, 2012. This new benefit, calculated based on years of service and a capped average salary, will be added to the amount of any pre-2005 benefit. The JPS Pension Plan was again frozen for all future accruals effective December 31, 2015, although unvested participants may still vest in accrued but unvested benefits. Some of the Company's foreign subsidiaries provide retirement benefits for their employees through defined contribution plans or otherwise provide retirement benefits for employees consistent with local practices. The foreign plans are not significant in the aggregate and, therefore, are not included in the following disclosures. Pension benefits under the WHX Pension Plan are based on years of service and the amount of compensation earned during the participants' employment. However, as noted above, the qualified pension benefits have been frozen for all participants. Pension benefits for the WPC bargained participants include both defined benefit and defined contribution features, since the plan includes the account balances from the RSP Plan. The gross benefit, before offsets, is calculated based on years of service and the benefit multiplier under the plan. The net defined benefit pension plan benefit is the gross amount offset for the benefits payable from the RSP Plan and benefits payable by the Pension Benefit Guaranty Corporation from previously terminated plans. Individual employee accounts established under the RSP Plan are maintained until retirement. Upon retirement, participants who are eligible for the WHX Pension Plan and maintain RSP Plan account balances will normally receive benefits from the WHX Pension Plan. When these participants become eligible for benefits under the WHX Pension Plan, their vested balances in the RSP Plan become assets of the WHX Pension Plan. Although these RSP Plan assets cannot be used to fund any of the net benefit that is the basis for determining the defined benefit plan's net benefit obligation at the end of the year, the Company has included the amount of the RSP Plan accounts of $14,800 and $13,100 on a gross-basis as both assets and liabilities of the plan as of December 31, 2017 and 2016 , respectively. On December 30, 2016, the WHX Pension Plan was split into two plans by spinning off certain plan participants with smaller benefit obligations (which in the aggregate were equal to approximately 3.0% of the assets of the WHX Pension Plan), and assets equal thereto, to a new separate plan, the WHX Pension Plan II. The benefits of participants under the WHX Pension Plan II are equal to their accrued benefits under the benefit formula that was applicable to each participant under the WHX Pension Plan at the time of the plan spin-off. The total benefit liabilities of the two plans after the spin-off were equal to the benefit liabilities of the WHX Pension Plan immediately before the spin-off, and under the applicable spin-off rules, the WHX Pension Plan II is considered fully funded. Certain current and retired employees of HNH are covered by a qualified post-retirement medical benefit plan, which provides benefits for medical expenses and prescription drugs. Contributions from a majority of the participants are required, and for those retirees and spouses, HNH's payments are capped. Actuarial losses for the WHX Pension Plan are being amortized over the average future lifetime of the participants, which is expected to be approximately 19 years , and for the JPS Plan, 16 years . The Company believes that use of the future lifetime of the participants is appropriate because the plans are inactive. API Plan The API Plan is a defined benefit pension plan providing benefits based on final pensionable earnings, as defined in the API Plan, funded by the payment of contributions to a separately administered trust fund. Benefits under the API Plan were frozen and the plan was closed to new participants in December 2008. Certain employees of API's Rahway, New Jersey plant participate in a multiemployer pension plan. For the year ended December 31, 2017, API recorded a one-time charge of $4,300 related to pension obligations associated with the closure of the Rahway, New Jersey plant, which charge is not included in the table below. The following table presents the components of pension expense and other post-retirement benefit (income) expense for the HNH and API benefit plans: Pension Benefits Other Post-Retirement Benefits 2017 2016 2015 2017 2016 2015 Service cost $ — $ — $ 54 $ — $ — $ — Interest cost 21,910 23,438 24,870 33 35 46 Expected return on plan assets (25,969 ) (29,356 ) (29,253 ) — — — Amortization of prior service cost — — — (103 ) (103 ) (103 ) Amortization of actuarial loss 9,228 8,320 6,229 48 47 37 Settlement/Curtailment — 14 — — — — Total $ 5,169 $ 2,416 $ 1,900 $ (22 ) $ (21 ) $ (20 ) Actuarial assumptions used to develop the components of pension expense and other post-retirement benefit (income) expense were as follows: Pension Benefits Other Post-Retirement Benefits 2017 2016 2015 2017 2016 2015 Discount rates: WHX Pension Plan 3.84 % 4.01 % 3.70 % N/A N/A N/A WHX Pension Plan II 3.64 % — % — % N/A N/A N/A JPS Pension Plan 3.81 % 3.93 % 4.00 % N/A N/A N/A API Pension Plan 2.65 % 3.80 % 3.70 % N/A N/A N/A Other post-retirement benefit plans N/A N/A N/A 3.74 % 3.89 % 3.55 % HNH expected return on assets 6.50 % 7.00 % 7.00 % N/A N/A N/A API expected return on assets 3.87 % 4.84 % 4.61 % N/A N/A N/A Rate of compensation increase N/A N/A N/A N/A N/A N/A Health care cost trend rate - initial N/A N/A N/A 6.25 % 6.50 % 6.75 % Health care cost trend rate - ultimate N/A N/A N/A 5.00 % 5.00 % 5.00 % Year ultimate reached N/A N/A N/A 2022 2022 2022 HNH's pension expense in 2016 was favorably impacted by a change in the manner by which the interest cost component of net periodic pension expense was determined; specifically, by utilizing the "spot rate approach," which provides a more precise measurement of interest cost. The impact of this change was to reduce annual pension expense in 2016 by approximately $4,800 . The Company also utilized the "spot rate approach" in 2017 and expects to utilize this method in future periods. The measurement date for plan obligations is December 31. The discount rate is the rate at which the plans' obligations could be effectively settled and is based on high quality bond yields as of the measurement date. Summarized below is a reconciliation of the funded status for HNH's and API's qualified defined benefit pension plans and other post-retirement benefit plan: HNH Plans API Plan Pension Benefits Pension Benefits Other Post-Retirement Benefits 2017 2016 2017 2016 2017 2016 Change in benefit obligation: Benefit obligation at January 1 $ 597,405 $ 613,394 $ 136,564 $ 139,039 $ 1,152 $ 1,213 Interest cost 18,183 18,507 3,730 4,763 33 35 Actuarial loss (gain) 27,324 7,970 4,204 26,058 (107 ) (3 ) Participant contributions — — — — — 2 Benefits paid (41,718 ) (42,466 ) (5,338 ) (6,812 ) (75 ) (95 ) Impact of foreign exchange rate — — 12,846 (26,484 ) — — Benefit obligation at December 31 $ 601,194 $ 597,405 $ 152,006 $ 136,564 $ 1,003 $ 1,152 Change in plan assets: Fair value of plan assets at January 1 $ 331,872 $ 347,921 $ 118,327 $ 129,235 $ — $ — Actual returns on plan assets 24,239 9,903 15,261 18,540 — — Participant contributions — — — — — 2 Benefits paid (41,718 ) (42,466 ) (5,338 ) (6,797 ) (75 ) (95 ) Company contributions 35,426 16,514 901 959 75 93 Impact of foreign exchange rate — — 11,483 (23,610 ) — — Fair value of plan assets at December 31 349,819 331,872 140,634 118,327 — — Funded status $ (251,375 ) $ (265,533 ) $ (11,372 ) $ (18,237 ) $ (1,003 ) $ (1,152 ) Accumulated benefit obligation ("ABO") for qualified defined benefit pension plans: ABO at January 1 $ 597,405 $ 613,394 $ 136,564 $ 139,039 $ 1,152 $ 1,213 ABO at December 31 $ 601,194 $ 597,405 $ 152,006 $ 136,564 $ 1,003 $ 1,152 Amounts recognized on the consolidated balance sheets: Current liability $ — $ — $ — $ — $ (105 ) $ (107 ) Non-current liability (251,375 ) (265,533 ) (11,372 ) (18,237 ) (898 ) (1,045 ) Total $ (251,375 ) $ (265,533 ) $ (11,372 ) $ (18,237 ) $ (1,003 ) $ (1,152 ) The weighted average assumptions used in the valuations at December 31 were as follows: Pension Benefits Other Post-Retirement Benefits 2017 2016 2017 2016 Discount rates: WHX Pension Plan 3.45 % 3.84 % N/A N/A WHX Pension Plan II 3.33 % 3.64 % N/A N/A JPS Pension Plan 3.40 % 3.81 % N/A N/A API Pension Plan 2.50 % 2.65 % N/A N/A Other post-retirement benefit plans N/A N/A 3.39 % 3.74 % Health care cost trend rate - initial N/A N/A 6.50 % 6.25 % Health care cost trend rate - ultimate N/A N/A 5.00 % 5.00 % Year ultimate reached N/A N/A 2024 2022 The effect of a 1% increase (decrease) in health care cost trend rates on benefit expense and on other post-retirement benefit obligations is not significant. Pretax amounts included in Accumulated other comprehensive loss at December 31, 2017 and 2016 were as follows: HNH Plans API Plan Pension Benefits Pension Benefits Other Post-Retirement Benefits 2017 2016 2017 2016 2017 2016 Prior service credit $ — $ — $ — $ — $ (1,093 ) $ (1,196 ) Net actuarial loss 254,599 239,493 7,083 12,514 615 770 Accumulated other comprehensive loss (income) $ 254,599 $ 239,493 $ 7,083 $ 12,514 $ (478 ) $ (426 ) The pretax amount of actuarial losses and prior service credit included in Accumulated other comprehensive loss at December 31, 2017 that is expected to be recognized in net periodic benefit cost in 2018 is $10,154 . Other pretax changes in plan assets and benefit obligations recognized in comprehensive (loss) income are as follows: HNH Plans API Plan Pension Benefits Pension Benefits Other Post-Retirement Benefits 2017 2016 2015 2017 2016 2015 2017 2016 2015 Current year actuarial (loss) gain $ (24,333 ) $ (21,517 ) $ (48,505 ) $ 6,339 $ (13,156 ) $ (903 ) $ 107 $ 3 $ (159 ) Amortization of actuarial loss 9,228 8,320 6,229 — — — 48 47 37 Amortization of prior service credit — — — — — — (103 ) (103 ) (103 ) Total recognized in comprehensive (loss) income $ (15,105 ) $ (13,197 ) $ (42,276 ) $ 6,339 $ (13,156 ) $ (903 ) $ 52 $ (53 ) $ (225 ) The actuarial losses in 2017 in the HNH Plans occurred principally because the discount rate used to measure benefit obligations at the end of the fiscal year decreased from the prior fiscal year-end. In 2016 and 2015, the actuarial losses occurred principally because the investment returns on the assets of the pension plans were lower than actuarial assumptions. Benefit obligations were in excess of plan assets for each of the pension plans and the other post-retirement benefit plan at both December 31, 2017 and 2016 . Additional information for the plans with accumulated benefit obligations in excess of plan assets: HNH Plans API Plan Pension Benefits Pension Benefits Other Post-Retirement Benefits 2017 2016 2017 2016 2017 2016 Projected benefit obligation $ 601,194 $ 597,405 $ 152,006 $ 136,564 $ 1,003 $ 1,152 Accumulated benefit obligation $ 601,194 $ 597,405 $ 152,006 $ 136,564 $ 1,003 $ 1,152 Fair value of plan assets $ 349,819 $ 331,872 $ 140,634 $ 118,327 $ — $ — In determining the expected long-term rate of return on plan assets, the Company evaluated input from various investment professionals. In addition, the Company considered its historical compound returns, as well as the Company's forward-looking expectations. The Company determines its actuarial assumptions for its pension and other post-retirement benefit plans each year to calculate liability information as of December 31, and pension and other post-retirement benefit expense or income for the following year. The discount rate assumption is derived from the rate of return on high-quality bonds as of December 31 of each year. The Company's investment policy is to maximize the total rate of return with a view to long-term funding objectives of the pension plans to ensure that funds are available to meet benefit obligations when due. Pension plan assets are diversified to the extent necessary to minimize risk and to achieve an optimal balance between risk and return. There are no target allocations. The HNH Plans' assets are diversified as to type of assets, investment strategies employed and number of investment managers used. Investments may include equities, fixed income, cash equivalents, convertible securities, and private investment funds. Derivatives may be used as part of the investment strategy. The Company may direct the transfer of assets between investment managers in order to rebalance the portfolio in accordance with asset allocation guidelines established by the Company. The fair value of pension investments is defined by reference to one of three categories (Level 1, Level 2 or Level 3) based on the reliability of inputs, as such terms are defined in Note 2 - "Summary of Significant Accounting Policies." HNH's pension plans assets at December 31, 2017 and 2016 , by asset category, are as follows: Fair Value Measurements as of December 31, 2017: Assets at Fair Value as of December 31, 2017 Asset Class Level 1 Level 2 Level 3 Total Equity securities: U.S. mid-cap $ 28,715 $ — $ — $ 28,715 U.S. large-cap 66,076 — — 66,076 U.S. small-cap 3,214 — — 3,214 International large-cap 1,188 — — 1,188 Fixed income securities 2,217 — — 2,217 Mortgage backed securities — 10,682 — 10,682 U.S. Government debt securities — 14,001 — 14,001 Corporate bonds and loans — 35,033 — 35,033 Convertible promissory notes — — 4,202 4,202 Stock warrants — — 193 193 Private company common stock — — 1,050 1,050 Subtotal $ 101,410 $ 59,716 $ 5,445 166,571 Pension assets measured at net asset value (1) Hedge funds: (2) Equity long/short 45,147 Event driven 49,757 Value driven 19,960 Private equity - asset based lending - maritime (3) 8,466 Funds of funds - long-term capital growth (4) 12,517 Common trust funds: (2) Other 3 Insurance separate account (5) 15,009 Total pension assets measured at net asset value 150,859 Cash and cash equivalents 28,397 Net receivables 3,992 Total pension assets $ 349,819 Fair Value Measurements as of December 31, 2016: Assets at Fair Value as of December 31, 2016 Asset Class Level 1 Level 2 Level 3 Total Equity securities: U.S. mid-cap $ 22,560 $ — $ — $ 22,560 U.S. large-cap 34,256 — — 34,256 Convertible promissory notes — — 3,500 3,500 Stock warrants — — 875 875 Subtotal $ 56,816 $ — $ 4,375 61,191 Pension assets measured at net asset value (1) Hedge funds: (2) Equity long/short 6,832 Event driven 47,771 Value driven 17,648 Funds of funds - long-term capital growth (4) 8,325 Common trust funds: (2) Other 78 Insurance separate account (5) 14,391 Total pension assets measured at net asset value 95,045 Cash and cash equivalents 175,435 Net receivables 201 Total pension assets $ 331,872 (1) Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy. (2) Hedge funds and common trust funds are comprised of shares or units in commingled funds that may not be publicly traded. The underlying assets in these funds are primarily publicly traded equity securities and fixed income securities. (3) The limited partnership is a direct lending private debt fund which serves as an alternative source of liquidity for the shipping industry. (4) The limited partnership operates as a fund of funds. The underlying assets in this fund are generally expected to be illiquid. The limited partnership's investment strategy is to seek above-average rates of return and long-term capital growth by investing in a broad range of investments, including, but not limited to, global distressed corporate securities, activist equities, value equities, post-reorganizational equities, municipal bonds, high yield bonds, leveraged loans, unsecured debt, collateralized debt obligations, mortgage-backed securities, commercial mortgage-backed securities, direct lending and sovereign debt. (5) The JPS Pension Plan holds a deposit administration group annuity contract with an immediate participation guarantee from Transamerica Life Insurance Company ("TFLIC"). The TFLIC contract unconditionally guarantees benefits to certain salaried JPS Pension Plan participants earned through June 30, 1984 in the pension plan of a predecessor employer. The assets deposited under the contract are held in a separate custodial account ("TFLIC Assets"). If the TFLIC Assets decrease to the level of the trigger point (as defined in the contract), which represents the guaranteed benefit obligation representing the accumulated plan benefits as of June 30, 1984, TFLIC has the right to cause annuities to be purchased for the individuals covered by these contract agreements. Since the TFLIC Assets have remained in excess of the trigger point, no annuities have been purchased for the individuals covered by these contract arrangements. API's pension plans' assets at December 31, 2017 and 2016 by asset category, are as follows: Fair Value Measurements as of December 31, 2017: Assets at Fair Value as of December 31, 2017 Asset Class Level 1 Level 2 Level 3 Total Equities $ 67,634 $ — $ — $ 67,634 Bonds — 14,568 — 14,568 Property — 13,159 — 13,159 Liability-driven instrument (1) — 30,980 — 30,980 Private markets — — 13,845 13,845 Cash and cash equivalents 448 — — 448 Total pension assets $ 68,082 $ 58,707 $ 13,845 $ 140,634 Fair Value Measurements as of December 31, 2016: Assets at Fair Value as of December 31, 2016 Asset Class Level 1 Level 2 Level 3 Total Equities $ 55,889 $ — $ — $ 55,889 Bonds — 12,805 — 12,805 Property — 15,087 — 15,087 Liability-driven instrument (1) — 27,016 — 27,016 Hedge funds (2) — 7,460 — 7,460 Cash and cash equivalents 70 — — 70 Total pension assets $ 55,959 $ 62,368 $ — $ 118,327 (1) Represents investments in pooled funds. This is a method of investing whereby a portfolio of assets is built with the objective of moving in-line with liabilities. The assets are typically derivative instruments based on government bonds or instruments called swaps which are exposed to the same liability sensitivities (interest rates and inflation) as the pension liabilities. (2) Hedge Funds are pooled investment vehicles that may invest in a wide-range of underlying asset classes, including but not limited to equities and various fixed-income securities as well as alternative investments. These funds have an objective to produce positive returns in all market conditions. Hedge Funds will typically make extensive use of derivatives and may employ leverage to achieve their objective . There were no assets for which fair value was determined using significant unobservable inputs (Level 3) during 2015 for the HNH Plans. During 2017 and 2016, changes in the HNH Plans' Level 3 assets were as follows: Changes in Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Year Ended December 31, 2017 Convertible Promissory Notes Stock Warrants Private Company Common Stock Total Beginning balance as of January 1, 2017 $ 3,500 $ 875 $ — $ 4,375 Transfers into Level 3 — — — — Transfers out of Level 3 — — — — Gains or losses included in changes in net assets 702 — 175 877 Purchases, issuances, sales and settlements — Purchases — — 875 875 Issuances — 193 — 193 Sales — — — — Settlements — (875 ) — (875 ) Ending balance as of December 31, 2017 $ 4,202 $ 193 $ 1,050 $ 5,445 Changes in Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Year Ended December 31, 2016 Convertible Promissory Notes Stock Warrants Total Beginning balance as of January 1, 2016 $ — $ — $ — Transfers into Level 3 — — — Transfers out of Level 3 — — — Gains or losses included in changes in net assets — — — Purchases, issuances, sales and settlements — — Purchases 3,500 875 4,375 Issuances — — — Sales — — — Settlements — — — Ending balance as of December 31, 2016 $ 3,500 $ 875 $ 4,375 The Company's policy is to recognize transfers in and transfers out of Level 3 as of the date of the event or change in circumstances that caused the transfer. There were no assets for which fair value was determined using significant unobservable inputs (Level 3) during 2015 and 2016 for the API Plan. In 2017, changes in the API Plan's Level 3 net assets consisted of transfers in of $13,395 and a gain of $450 . The following tables present the category, fair value, unfunded commitments, redemption frequency and redemption notice period of those assets for which fair value was estimated using the net asset value per share (or its equivalents), as well as plan assets which have redemption notice periods, as of December 31, 2017 and 2016 : Class Name Description Fair Value December 31, 2017 Unfunded Commitments Redemption Frequency Redemption Notice Period Hedge funds Global long short feeder fund $ 11,416 $ — Monthly (1) 90 days Hedge funds US long small cap value hedge fund $ 10,003 $ — Quarterly (2) 90 days Hedge funds International equity long/short hedge fund $ 11,504 $ — Quarterly (3) 90 days (3) Hedge funds Multi-strategy hedge fund $ 1,756 $ 3,250 (4) (4) Hedge funds Value driven hedge fund $ 19,960 $ — (5) 6 months Fund of funds Long-term capital growth $ 12,517 $ 23,958 (6) 95 days Hedge funds Equity long/short hedge funds $ 10,468 $ — (7) 60 days Hedge funds Event driven hedge funds $ 49,757 $ — Monthly 90 days Common trust funds Collective equity investment funds $ 3 $ — Daily 0-2 days Insurance separate account Insurance separate account $ 15,009 $ — (8) (8) Private equity Asset-based lending-maritime $ 8,466 $ 1,444 (9) (9) Private equity Value oriented partnership investment fund $ — $ 12,500 (10) (10) Private equity Opportunistic long/short private investment fund $ — $ 3,000 (11) (11) Offshore feeder fund Pan-Asia equity long/short $ — $ 3,000 (12) (12) (1) 3 year lock up and 5% redemption fee if under 3 years . Annual limited redemption of 10% per shareholder in any twelve month period, subject to 30 days' notice. (2) Maximum withdrawal is 25% . Can withdraw 100% over 4 consecutive calendar quarters in 25% increments. (3) Redemptions are subject to (i) a rolling thirty-six month holding period and (ii) a one-quarter investor level gate. There is a holdback of 10% upon complete distribution until completion of the audit of the fund for that year, without interest. (4) Limited partnership formed in 2017. Commitment of $5,000 , no right to withdraw. The fund has a four years duration with the option for two additional 1 year extensions. (5) 5 year staggered lockup period. One-third of the investment on each of December 31, 2020, 2021 and 2022. (6) Each capital commitment is subject to a commitment period of 3 years during which capital may be drawn-down, subject to two 1 -year extensions. During the commitment period, no withdrawals are permitted. Once permitted, withdrawals of available liquidity in underlying investment vehicles is permitted quarterly. The fund-of-funds will not invest in any fund or investment vehicle that has an initial lock-up period of more than 5 years . Upon complete redemption, a holdback of up to 10% is withheld and paid after the fund's financial statement audit. (7) Redeemable annually subject to 3 years rolling, staggered lock up period. Upon complete redemption, a holdback of up to 10% is withheld and paid after the fund's financial statement audit. (8) Except for benefit payments to participants and beneficiaries and related expenses, withdrawals are restricted for substantially all of the assets in the account, as defined in the contract. However, a suspension or transfer can be requested with 30 days' notice. When funds are exhausted either by benefit payments, purchase of annuity contracts or transfer, the related contract terminates. (9) Entered into an agreement effective December 15, 2016 with a commitment of $10,000 . The agreement contains a commitment period of 3 years , subject to an extension of up to one additional year. Voluntary withdrawals are not permitted. Complete distributions will be made after 8 years , subject to an extension of an additional 2 years . (10) Entered into an agreement effective September 8, 2016 for a commitment of $12,500 to a limited partnership private equity fund. Capital has not been called as of December 31, 2017. Voluntary withdrawals will not be permitted. Complete distributions will be made after 10 years, subject to an extension of an additional one year . The agreement provided for loans to the fund, and as of December 31, 2017, a $3,000 loan receivable was outstanding from the fund. Per the loan agreement, a loan exists until the partnership issues a drawdown notice. Upon issuance of a drawdown notice, a capital contribution to the partnership will be deemed to be made and deemed to have repaid the loan to the extent of the capital contribution. (11) During 2017, the WHX and JPS plans committed $5,000 to a fund which had a capital call for $2,000 due January 1, 2018, funded on December 29, 2017 and recorded as cash as of December 31, 2017. This fund's objective is generating returns on its long and short positions in companies undergoing change. (12) During 2017, the WHX and JPS plans committed $5,000 to a fund which had a capital call for $2,000 due January 1, 2018, funded on December 29, 2017 and recorded as cash as of December 31, 2017. The fund's investment focus is on companies with substantial exposure in the Asian-Pacific region. In addition to those on the table above, HNH has an additional unfunded commitment at December 31, 2017 totaling $10,000 for a separately managed investment account which will have an all-cap value strategy. Class Name Description Fair Value December 31, 2016 Unfunded Commitments Redemption Frequency Redemption Notice Period Hedge funds Value driven hedge fund $ 17,648 $ — (1) 6 months Fund of funds Long-term capital growth $ 8,325 $ 27,022 (2) 95 days Hedge funds Equity long/short hedge funds $ 6,832 $ 6,250 (3) 60 days Hedge funds Event driven hedge funds $ 47,771 $ — Monthly 90 days Common trust funds Collective equity investment funds $ 78 $ — Daily 0-2 days Insurance separate account Insurance separate account $ 14,391 $ — (4) (4) Private equity Asset-based lending-maritime $ — $ 10,000 (5) (5) Private equity Value oriented partnership investment fund $ — $ 12,500 (6) (6) (1) 5 year staggered lockup period. One-third of the investment on each of December 31, 2020, 2021 and 2022. (2) Each capital commitment is subject to a commitment period of 3 years during which capital may be drawn-down, subject to two one -year extensions. During the commitment period, no withdrawals are permitted. Once permitted, withdrawals of available liquidity in underlying investment vehicles is permitted quarterly. The fund-of-funds will not invest in any fund or investment vehicle that has an initial lock-up period of more than 5 years . Upon complete redemption, a holdback of up to 10% is withheld and paid after the fund's financial statement audit. (3) Redeemable annually subject to 3 years rolling, staggered lock up period. Upon complete redemption, a holdback of up to 10% is withheld and paid after the fund's financial statement audit. (4) Except for benefit payments to participants and beneficiaries and related expenses, withdrawals are restricted for substantially all of the assets in the account, as defined in the contract. However, a suspension or transfer can be requested with 30 days ' notice. When funds are exhausted either by benefit payments, purchase of annuity contracts or transfer, the related contract terminates. (5) Entered into an agreement effective December 15, 2016 with a commitment of $10,000 . Capital had not been called as of December 31, 2016. The agreement contains a commitment period of 3 years , subject to an extension of up to one additional year. Voluntary withdrawals are not permitted. Complete distributions will be made after 8 years, subject to an extension of an additional 2 years . (6) Entered into an agreement effective September 8, 2016 with a commitment of $12,500 . Capital has not been called as of December 31, 2016. Voluntary withdrawals are not permitted. Complete distributions will be made after 10 years , subject to an extension of an additional one year . In addition to those on the table above, HNH had an additional unfunded commitment at December 31, 2016 which totaled $20,000 for a separately managed investment account which will have a U.S. mid/large-cap equity strategy. Contributions Employer contributions consist of funds paid from employer assets into a qualified pension trust account. HNH's funding policy is to contribute annually an amount that satisfies the minimum funding standards of the Employee Retirement Income Security Act. API's funding policy is to contribute monthly an amount that satisfies the API Plan's provisions to meet the level of assets needed to pay benefits in accordance with the statutory funding objectives required in the U.K. HNH expects to have required minimum annual contributions for 2018, 2019, 2020, 2021, 2022, and for the five years thereafter of $32,200 , $33,400 , $35,800 , $31,400 , $32,100 and $43,200 , respectively. API expects to have required minimum annual contributions of $938 for 2018, 2019, 2020, 2021 and 2022, and $938 for the five years thereafter. Required future pension contributions are estimated based upon assumptions such as discount rates on future obligations, assumed rates of return on plan assets and legislative changes. Actual future pension costs and required funding obligations will be affected by changes in the factors and assumptions described in the previous sentence, as well as other changes such as any plan termination or other acceleration events. Benefit Payments Estimated future benefit payments for the benefit plans over the next ten years are as follows: Pension Benefits Other Post-Retirement Years HNH Plans API Plan Benefits 2018 $ 43,539 $ 5,037 $ 105 2019 43,117 5,291 91 2020 42,528 5,532 75 2021 41,824 6,363 73 2022 41,108 6,711 71 2023-2027 191,272 40,024 323 401(k) Plans Certain employees participate in |
CAPITAL AND ACCUMULATED OTHER C
CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE LOSS | 12 Months Ended |
Dec. 31, 2017 | |
Stockholders' Equity Note [Abstract] | |
CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE LOSS | CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE LOSS As of December 31, 2017 , the Company had 26,348,420 Class A units (regular common units) outstanding. Common Unit Repurchase Program On December 7, 2016, the Board of Directors of the general partner of the Company approved the repurchase of up to 2,000,000 of the Company's common units ("Repurchase Program"). The Repurchase Program supersedes and cancels, to the extent any amounts remain available, all previously approved repurchase programs. Any purchases made under the Repurchase Program will be made from time to time on the open market at prevailing market prices or in negotiated transactions off the market, in compliance with applicable laws and regulations. In connection with the Repurchase Program, the Company may enter into a stock purchase plan. The Repurchase Program has no termination date. During 2017, the Company purchased 309,680 common units for an aggregate price of approximately $5,958 . Common Unit Dividend On January 13, 2017, the Company paid dividends of approximately $3,923 to common unitholders of record as of January 3, 2017, excluding a consolidated affiliate. This amount was included in Accrued liabilities on the Company's consolidated balance sheet as of December 31, 2016. This special one-time cash dividend of $0.15 per common unit was declared on December 22, 2016. Any future determination to declare dividends on its common units will remain at the discretion of the Company's board of directors and will be dependent upon a number of factors, including the Company's results of operations, cash flows, financial position and capital requirements, among others. Preferred Units The 6.0% Series A preferred units, no par value ("SPLP Preferred Units"), which were issued during 2017 in connection with the Steel Excel and HNH transactions discussed below, entitle the holders to a cumulative quarterly cash or in-kind (or a combination thereof) distribution, The Company paid cash distributions of approximately $4,700 to preferred unitholders for the year ended December 31, 2017 . The SPLP Preferred Units have a term of nine years and are redeemable at any time at the Company's option at the liquidation value, plus any accrued and unpaid distributions (payable in cash or SPLP common units, or a combination of both, at the Company's discretion). If redeemed in common units, the number of common units to be issued will be equal to the liquidation value per unit divided by the volume weighted-average price of the common units for 60 days prior to the redemption. In addition, the holders can require the Company to repurchase up to 1,600,000 of the SPLP Preferred Units, in cash on a pro rata basis, on the third anniversary of the original issuance date, reduced by any preferred units called for redemption by the Company, in cash on a pro rata basis, prior to that time. The SPLP Preferred Units have no voting rights, except that holders of the preferred units have certain voting rights in limited circumstances relating to the election of directors following the failure to pay six quarterly distributions. The SPLP Preferred Units are recorded as a non-current liability, including accrued interest expense, on the Company's consolidated balance sheet as of December 31, 2017 because they have an unconditional obligation to be redeemed for cash or by issuing a variable number of SPLP common units for a monetary value that is fixed and known at inception. Because the SPLP Preferred Units are classified as a liability, distributions thereon are recorded as a component of Interest expense in the Company's consolidated statement of operations. Steel Excel Transaction On December 23, 2016, the Company entered into an Amended Agreement and Plan of Merger with a subsidiary of the Company and Steel Excel to make a tender offer to purchase any and all of the outstanding shares of common stock of Steel Excel not already owned by the Company or any of its affiliates. In exchange for each share of Steel Excel common stock, the Company offered 0.712 SPLP Preferred Units. The offer commenced on January 9, 2017 and expired on February 6, 2017. As a result of the completion of the offer, the Company issued approximately 2,500,000 SPLP Preferred Units with a fair value and liquidation value of $25.00 per SPLP Preferred Unit, or approximately $63,500 , to Steel Excel shareholders and paid approximately $2,100 in cash for any remaining unvested restricted shares of Steel Excel. As a result, the Company now owns 100% of Steel Excel. HNH Transaction On June 26, 2017, the Company entered into an Agreement and Plan of Merger with a subsidiary of the Company and HNH to make a tender offer to purchase any and all of the outstanding shares of common stock of HNH not already owned by the Company or any of its affiliates. In exchange for each share of HNH common stock, the Company offered 1.484 SPLP Preferred Units. The offer expired on October 12, 2017, and as a result of the completion of the offer, the Company issued approximately 5,400,000 SPLP Preferred Units with a fair value of approximately $112,000 and liquidation value of approximately $135,000 to HNH shareholders. The Company now owns 100% of HNH. For both the Steel Excel and HNH transactions, in accordance with the accounting standard on consolidation, changes in a parent's ownership interest where the parent retains a controlling financial interest in its subsidiary were accounted for as equity transactions. The carrying amount of the noncontrolling interests in Steel Excel and in HNH were eliminated to reflect the change in SPLP's ownership interest in each subsidiary, and the difference between the fair value of the consideration paid and the amount by which the noncontrolling interest was adjusted was recognized in Partners' capital. WFHC Ownership Change In December 2015, the Company and its CoSine and WFHC subsidiaries entered into a series of transactions that impacted SPLP's ownership interest in both entities. Prior to these transactions SPLP owned 100% of WFHC and 80.6% of CoSine. • On December 17, 2015, WFHC issued a combination of common and preferred stock to SPLP in exchange for SPLP's existing common stock of WFHC. • On December 28, 2015, CoSine completed a reverse-forward stock split in which CoSine stockholders holding fewer than 80,000 shares had their shares canceled and converted into a right to receive a cash payment for all of their outstanding shares based on the effective date of the stock split. As a result of the reverse forward split, the noncontrolling interest ownership percentage decreased from 19.4% to 11.9% at that time. • On December 31, 2015, WFHC issued new common and preferred shares to all of the previous holders of CoSine common and preferred equity, including the noncontrolling interest holders. As a result, CoSine was merged with and into WFH LLC, which is 100% owned by WFHC, and SPLP's ownership interest in WFHC decreased from 100% to 90.7% at that time. In accordance with the accounting standard on consolidation, a change in a parent's ownership interest while the parent retains a controlling financial interest in its subsidiary is accounted for as an equity transaction. SPLP accounted for its decrease in ownership by recording a noncontrolling interest amount representing the carrying amount of the noncontrolling shareholders' ownership in the new consolidated equity of WFHC at December 31, 2015. The recording of the noncontrolling interest's carrying amount in the consolidated equity of WFHC was recorded as an equity transaction, resulting in a decrease in Partners' capital. DGT Ownership Increase On October 28, 2015, DGT shareholders approved an amendment to DGT's certificate of incorporation in order to complete a 1 -for- 100,000 reverse stock split of DGT's common stock. No fractional shares were issued and shareholders owning fewer than 100,000 shares of common stock had their shares canceled and converted into the right to receive $18.30 , resulting in a payable to shareholders of approximately $8,500 at December 31, 2015. After the reverse stock split, SPLP owned 100% of DGT's common stock. In accordance with the accounting standard on consolidation, a change in a parent's ownership interest while the parent retains a controlling financial interest in its subsidiary is accounted for as an equity transaction. As a result, SPLP accounted for its increase in ownership by adjusting the carrying amount of its noncontrolling interest in DGT. The difference between the consideration paid to the noncontrolling interest holders by DGT and the amount by which the carrying value of the noncontrolling interest was adjusted has been recognized in Partners' capital. Accumulated Other Comprehensive Loss Changes, net of tax, in Accumulated other comprehensive loss are as follows: Year Ended December 31, 2017 Unrealized gain on available-for-sale securities Unrealized loss on derivative financial instruments Cumulative translation adjustments Change in net pension and other benefit obligations Total Balance at beginning of period $ 62,527 $ (2,470 ) $ (19,548 ) $ (109,270 ) $ (68,761 ) Other comprehensive income (loss), net of tax - before reclassifications (a) 26,878 569 4,512 (6,926 ) 25,033 Reclassification adjustments, net of tax (b) 908 — — — 908 Net other comprehensive income (loss) attributable to common unitholders (c) 27,786 569 4,512 (6,926 ) 25,941 Acquisition of AOCI from noncontrolling interests 765 — (3,223 ) (60,889 ) (63,347 ) Balance at end of period $ 91,078 $ (1,901 ) $ (18,259 ) $ (177,085 ) $ (106,167 ) (a) Net of tax benefit of approximately $31,029 . (b) Net of tax benefit of approximately $329 . (c) Does not include the net unrealized gain on available-for sale securities of $811 , the gain on derivative financial instruments of $55 , cumulative translation adjustment gains of $932 and gains from the change in net pension and other post-retirement benefit obligations of $474 , which are attributable to noncontrolling interests. Incentive Unit Expense Effective January 1, 2012, SPLP issued to the Manager partnership profits interests in the form of incentive units, a portion of which will be classified as Class C common units of SPLP upon the attainment of certain specified performance goals by SPLP which are determined as of the last day of each fiscal year. If the performance goals are not met for a fiscal year, no portion of the incentive units will be classified as Class C common units for that year. The number of outstanding incentive units is equal to 100% of the common units outstanding, including common units held by non-wholly-owned subsidiaries. The performance goals and expense related to the classification of a portion of the incentive units as Class C units is measured on an annual basis, but is accrued on a quarterly basis. Accordingly, the expense accrued is adjusted to reflect the fair value of the Class C common units on each interim calculation date. In the event the cumulative incentive unit expense calculated quarterly or for the full year is an amount less than the total previously accrued, the Company would record a negative incentive unit expense in the quarter when such over accrual is determined. The expense is recorded in SG&A in the Company's consolidated statements of operations. Incentive unit expense of $9,021 was recorded for the year ended December 31, 2017 . There was no incentive unit expense recorded in 2016 or 2015. Subsidiary Purchases of the Company's Common Units During the year ended December 31, 2015 , two subsidiaries of the Company purchased 983,175 of the Company's common units at a total cost of $17,323 . The purchases of these units are reflected as treasury unit purchases in the Company's consolidated financial statements. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Details of the Company's tax provision (benefit) are as follows: Year Ended December 31, 2017 2016 2015 Income from continuing operations, before income taxes, equity method income (loss) and investments held at fair value: Domestic $ 34,971 $ 19,778 $ 22,107 Foreign 5,452 2,660 1,262 Total $ 40,423 $ 22,438 $ 23,369 Income taxes: Current: Federal $ 4,263 $ 1,798 $ 20,220 State 4,872 6,459 5,841 Foreign 2,953 3,148 995 Total income taxes, current 12,088 11,405 27,056 Deferred: Federal 44,592 13,625 (105,928 ) State (4,093 ) (598 ) 1,530 Foreign (1,288 ) (480 ) (1,377 ) Total income taxes, deferred 39,211 12,547 (105,775 ) Income tax provision (benefit) $ 51,299 $ 23,952 $ (78,719 ) The following is a reconciliation of the income tax provision (benefit) computed at the federal statutory rate to the provision for income taxes: Year Ended December 31, 2017 2016 2015 Income from continuing operations, before income taxes, equity method income (loss) and investments held at fair value: $ 40,423 $ 22,438 $ 23,369 Federal income tax provision at statutory rate $ 14,147 $ 7,853 $ 8,179 Loss passed through to common unitholders (a) 10,385 2,122 7,177 24,532 9,975 15,356 State income taxes, net of federal effect 5,344 4,128 4,277 Change in valuation allowance (48,598 ) (1,327 ) (91,052 ) Foreign tax rate differences (1,202 ) 43 (235 ) Uncertain tax positions 124 (465 ) (440 ) Repatriation tax 2,165 — — Deferred tax rate change due to newly-enacted U.S. tax law 69,992 — — Permanent differences and other (b) (1,058 ) 11,598 (6,625 ) Income tax provision (benefit) $ 51,299 $ 23,952 $ (78,719 ) (a) Represents taxes at statutory rate on losses for which no tax benefit is recognizable by SPLP and certain of its subsidiaries which are taxed as pass-through entities. Such losses are allocable directly to SPLP's unitholders and taxed when realized. (b) Amounts in 2016 and 2015 include the tax effect of the non-deductible portion of the goodwill impairments recorded in the fourth quarters of 2016 and 2015 (see Note 7 - "Goodwill and Other Intangible Assets, Net"). The Tax Cuts and Jobs Act ("the Act") was enacted on December 22, 2017. The income tax effects of changes in tax laws are recognized in the period when enacted. The Act provides for numerous significant tax law changes and modifications with varying effective dates, which include reducing the U.S. federal corporate income tax rate from 35% to 21%, creating a territorial tax system (with a one-time mandatory repatriation tax on previously deferred foreign earnings), broadening the tax base, and allowing for immediate capital expensing of certain qualified property acquired and placed in service after September 27, 2017 and before January 1, 2023. In response to the enactment of the Act in late 2017, the SEC issued Staff Accounting Bulletin No. 118 ("SAB 118") to address situations where the accounting is incomplete for certain income tax effects of the Act upon issuance of an entity's financial statements for the reporting period in which the Act was enacted. Under SAB 118, a company may record provisional amounts during a measurement period for specific income tax effects of the Act for which the accounting is incomplete but a reasonable estimate can be determined, and when unable to determine a reasonable estimate for any income tax effects, report provisional amounts in the first reporting period in which a reasonable estimate can be determined. The Company has recorded the impact of the tax effects of the Act, relying on reasonable estimates where the accounting is incomplete as of December 31, 2017. As guidance and technical corrections are issued in the upcoming quarters, the Company will record updates to its original provisional estimates. The Company remeasured certain U.S. deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is generally 21% . However, the Company is still analyzing certain aspects of the Act and refining its calculations, which could potentially affect the measurement of these balances or potentially give rise to new deferred tax amounts. The provisional amount recorded related to the remeasurement of deferred tax balances was a net tax expense of $56,552 . The Act includes a transition tax on the deemed distribution of previously untaxed accumulated and current earnings and profits ("E&P") of certain foreign subsidiaries. The Company recorded a provisional amount for the one-time mandatory repatriation tax liability of $2,165 . The Company has not yet finalized its calculation of the total post-1986 E&P and non-U.S. income taxes paid on such earnings for these foreign subsidiaries. Further, the transition tax is based on the amount of those earnings that are held in cash and other specified illiquid assets. This amount may change when the calculation of post-1986 net accumulated foreign E&P previously deferred from U.S. federal taxation and the amounts held in cash or other specified illiquid assets are finalized, and is subject to further refinement if further guidance is issued by federal and state taxing authorities. It is likely that additional guidance will be issued providing further clarification on the application of the Act. It is also reasonable to expect that global taxing authorities will be reviewing their current legislation for potential modifications in reaction to the implementation of the Act. This additional guidance, along with the potential for additional global tax legislation changes, may affect deductions and income inclusions for the Company. Deferred income taxes result from temporary differences in the financial basis and tax basis of assets and liabilities. The amounts shown on the following table represent the tax effect of temporary differences between the consolidated tax return basis of assets and liabilities and the corresponding basis for financial reporting, as well as tax credit and operating loss carryforwards. December 31, 2017 2016 Deferred Tax Assets: Operating loss carryforwards (a) $ 118,594 $ 187,880 Postretirement and postemployment employee benefits 70,151 108,571 Tax credit carryforwards 13,412 46,517 Accrued costs 4,151 9,600 Investment impairments and unrealized losses 7,325 19,244 Inventories 2,468 4,109 Environmental costs 2,297 3,042 Impairment of long-lived assets 2,122 3,245 Capital loss 7,968 8,543 Other 5,109 11,995 Gross deferred tax assets (c) 233,597 402,746 Deferred Tax Liabilities: Intangible assets (33,376 ) (52,149 ) Fixed assets (28,468 ) (39,898 ) Unremitted foreign earnings — (181 ) Unrealized gain on investment (22,403 ) — Other (2,208 ) (5,479 ) Gross deferred tax liabilities (c) (86,455 ) (97,707 ) Valuation allowance (b) (c) (41,138 ) (126,163 ) Net deferred tax assets $ 106,004 $ 178,876 Classified on the Company's consolidated balance sheets as follows: Deferred tax assets $ 109,011 $ 182,605 Deferred tax liabilities 3,007 3,729 $ 106,004 $ 178,876 (a) The ability for certain subsidiaries to utilize net operating losses and other credit carryforwards may be subject to limitation upon changes in control. (b) Certain subsidiaries of the Company establish valuation allowances when they determine, based on their assessment, that it is more likely than not that certain deferred tax assets will not be fully realized. This assessment is based on, but not limited to, historical operating results, uncertainty in projections of taxable income, and other uncertainties that may be specific to a particular business. (c) The Tax Cuts and Jobs Act of 2017 was enacted in December of 2017 and reduced the U.S. Federal income tax rate significantly. The Company's 2017 deferred tax balances have been reduced to reflect the lower tax rate enacted by the Act, which affects the comparability of the 2017 and 2016 columns. During 2017, 2016 and 2015, the Company changed its judgment about the realizability of its deferred tax assets at certain subsidiaries. In accordance with U.S. GAAP, the effect of a change in the beginning-of-the-year balance of a valuation allowance that results from a change in circumstances that causes a change in judgment about the realizability of the related deferred tax asset in future years should be included in income from continuing operations in the period of the change. In 2017, 2016 and 2015, the Company recorded tax benefits in continuing operations of approximately $44,681 , $1,327 and $111,881 associated with the reversal of its deferred tax valuation allowances at certain subsidiaries. HNH At December 31, 2017 , HNH has U.S. federal NOLs of approximately $32,373 that expire between 2020 and 2031, and state NOLs of approximately $8,697 that expire generally between 2020 and 2031. HNH maintains nearly a full valuation allowance against the deferred tax assets related to the state NOLs. The federal NOLs were acquired by HNH as a result of the JPS acquisition in 2015. The utilization of the JPS NOLs is subject to certain annual limitations under the ownership change rules of Section 382 of the Internal Revenue Code. There are also federal and state tax credit carryforwards of $4,481 , of which a $2,600 federal tax credit does not expire. Steel Excel At December 31, 2017 , Steel Excel had federal NOLs of approximately $192,500 that expire in 2022 through 2037, and state NOLs of approximately $152,800 that will expire in 2018 through 2037. Steel Excel also has federal research and development credit carryforwards of approximately $30,300 that expire in 2018 through 2029, and state research and development credit carryforwards of approximately $17,700 that do not expire. Steel Excel has a valuation allowance to reserve its net deferred tax assets at December 31, 2017 and 2016. Upon the adoption of the provisions of ASU No. 2016-09 on January 1, 2017 (see Note 2 - "Summary of Significant Accounting Policies"), a tax benefit of $4,600 associated with the NOLs related to deductions for stock-based compensation was recognized as a deferred tax asset through a cumulative-effect adjustment to Partners' capital. Concurrent with the recognition of the deferred tax asset and in accordance with ASU No. 2016-09, a full valuation allowance for the deferred tax asset was recognized through a cumulative-effect adjustment to Partners' capital, resulting in no net impact to the Company's consolidated financial statements. As of December 31, 2016, Steel Excel had previously established a valuation allowance to reserve its net deferred tax assets, based on its assessment that it is more likely than not that such benefit was not realizable. At December 31, 2017, a valuation allowance was released against substantially all of Steel Excel's federal deferred tax assets (except for certain federal NOLs of a subsidiary company subject to limitations and the realized capital losses) as Steel Excel concluded such assets were fully realizable. This assessment was primarily based on the restructuring of several business units that enabled operational efficiencies resulting in a more likely than not assertion to realize the majority of Steel Excel's federal deferred tax assets. The Company will continue to monitor the likelihood that Steel Excel will be able to recover the deferred tax assets in the future. This determination includes objectively verifiable positive evidence that outweighs potential negative evidence. WFHC As discussed in Note 14 - "Capital and Accumulated Other Comprehensive Loss" WFHC and Cosine entered into a series of transactions whereby CoSine was merged with and into WFH LLC, a newly formed wholly-owned subsidiary of WFHC, which is disregarded for income tax purposes. This merger was a tax-free transaction which was completed and declared effective on December 31, 2015. WFHC is also the parent company of WebBank. The transaction was characterized as a reverse acquisition for federal income tax purposes. As a result, WFHC elected to file a consolidated federal income tax return, which included WebBank and the newly merged CoSine business ("WFHC U.S. Consolidated Group"), with CoSine considered to be the parent of the consolidated federal group. Accordingly, the tax attributes acquired in the merger can be utilized against the taxable income of the affiliated group, generally without limitation. At December 31, 2017 , the WFHC U.S. Consolidated Group had federal NOLs of approximately of $251,810 that expire between 2021 and 2033, and state NOLs of approximately $51,366 that expire between 2021 and 2024, as well as various federal and state tax credit carryforwards of $7,563 . As noted above, for the year ended December 31, 2015, the Company recorded tax benefits in continuing operations of approximately $111,881 associated with the reversal of its deferred tax valuation allowances. Such amount was attributable against the deferred tax asset related to the aforementioned federal NOLs. During the first quarter of 2016, the Company revised its calculation of the expected benefit to be derived from the realizability of federal deferred tax assets of the WFHC U.S. Consolidated Group and recorded an additional tax benefit in continuing operations of approximately $4,182 . However, the Company continues to maintain a full valuation allowance (approximately $10,662 ) against the deferred tax assets related to the state NOLs and tax credit carryforwards given its judgment about the realizability of the associated deferred tax assets. API As of December 31, 2017 , API had approximately $3,199 of non-U.S. NOLs that do not expire. A valuation allowance to reserve the associated deferred tax assets from the NOLs exists at December 31, 2017 . In addition, U.S. subsidiaries of API had approximately $6,040 of federal NOLs that are scheduled to expire between 2022 and 2035 and are subject to certain annual limitations under the change of ownership rules of Internal Revenue Section 382. API has a valuation allowance to reserve the entire amount of the deferred tax assets associated with the federal NOLs at December 31, 2017 . Unrecognized Tax Benefits U.S. GAAP provides that the tax effects from an uncertain tax position can be recognized in the financial statements only if the position is more likely than not of being sustained on audit, based on the technical merits of the position. The change in the amount of unrecognized tax benefits for 2017 and 2016 was as follows: Balance at December 31, 2015 $ 29,072 Additions for tax positions related to current year 175 Additions for tax positions acquired 1,114 Additions due to interest accrued 148 Payments — Reductions due to lapsed statute of limitations (1,115 ) Balance at December 31, 2016 $ 29,394 Additions for tax positions related to current year 32,564 Additions for tax positions acquired — Additions due to interest accrued 120 Payments — Reductions due to lapsed statute of limitations (1,350 ) Balance at December 31, 2017 $ 60,728 The Company recognizes interest and penalties related to uncertain tax positions in its income tax expense. HNH Unrecognized Tax Benefits At December 31, 2017 and 2016 , HNH had $3,394 and $2,581 , respectively, of unrecognized tax benefits recorded, all of which, net of federal benefit for state taxes, would affect the Company's effective tax rate if recognized. Of this amount, HNH has offset approximately $648 and $300 against certain related deferred tax assets in the same jurisdiction as of December 31, 2017 and 2016, respectively. As of December 31, 2017 and 2016 , approximately $299 and $ 300 of interest related to uncertain tax positions was accrued. No penalties were accrued. It is reasonably possible that the total amount of unrecognized tax benefits will decrease by as much as $708 during the next year as a result of the lapse of the applicable statutes of limitations in certain taxing jurisdictions. HNH is generally no longer subject to federal, state or local income tax examinations by tax authorities for any year prior to 2013, except as noted below. However, NOLs generated in prior years are subject to examination and potential adjustment by the Internal Revenue Service ("IRS") upon their utilization in future years' tax returns. HNH is currently under examination by the IRS for the years 2014 and 2015, which remains on-going. HNH has not been notified of any material adjustments to taxable income as a result of this examination. In addition, HNH is under examination for the pre-acquisition years 2015 and short-period 2016 for SLI, which is a subsidiary that HNH acquired on June 1, 2016. This examination began in early 2018 with only a preliminary meeting being held with the IRS. HNH is currently under examination by the State of New York for 2012 to 2013, which is on-going. HNH has not been notified of any material adjustments as a result of this examination. HNH underwent an examination by the State of New York for 2009 to 2011, which resulted in an assessment of $100 paid in January 2016. Steel Excel Unrecognized Tax Benefits Steel Excel's total gross unrecognized tax benefits were $55,326 and $26,813 at December 31, 2017 and 2016 , respectively, of which $36,800 , if recognized, would affect the provision for income taxes. The increase in unrecognized tax benefits in 2017 is primarily related to certain tax credits from prior years that may not be sustained on a more-likely-than- not basis. In 2017, Steel Excel reversed approximately $700 of reserves upon the expiration of the statutes of limitation with the applicable taxing authorities. As of December 31, 2017, it is reasonably possible that unrecognized tax benefits may decrease by $700 in the next 12 months due to the expiration of the statutes of limitation. Steel Excel recognizes interest and penalties related to uncertain tax positions in its income tax provision in its consolidated statements of operations. For 2017 , 2016 and 2015 , the amount of such interest and penalties recognized was immaterial. Steel Excel is subject to U.S. federal income tax as well as income taxes in various domestic states and foreign jurisdictions in which they operate or formerly operated in. As of December 31, 2017 , fiscal years 1999 onward remain open to examination by the U.S. taxing authorities. Steel Excel is currently under income tax examination by the State of New York for the tax years 2013 and 2014, and by the State of Montana for tax years 2013, 2014, and 2015. Steel Excel is not currently under tax examination in any foreign jurisdictions. WFHC Unrecognized Tax Benefits At December 31, 2017 , WFHC had unrecognized tax benefits of $2,008 in connection with certain filing positions in states in which its WebBank subsidiary currently operates. WFHC is subject to U.S. income taxes, as well as various taxes in other state and local jurisdictions. With few exceptions, WFHC is no longer subject to U.S. federal, state, local, or non-U.S. income tax examinations by taxing authorities for years before December 31, 2013. Other Subsidiaries SPLP's other subsidiaries file federal tax returns and as applicable state, local and foreign tax returns in various jurisdictions. Federal tax returns for all other consolidated subsidiaries remain open and subject to examination by the IRS for all tax years after 2013. In addition, NOLs generated in prior years are subject to examination and potential adjustment by the IRS upon their utilization in future years' tax returns. State income tax returns for most jurisdictions remain open generally for all tax years after 2013. |
NET (LOSS) INCOME PER COMMON UN
NET (LOSS) INCOME PER COMMON UNIT | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
NET (LOSS) INCOME PER COMMON UNIT | NET (LOSS) INCOME PER COMMON UNIT The following data was used in computing net (loss) income per common unit shown in the Company's consolidated statements of operations: Year Ended December 31, 2017 2016 2015 Net income from continuing operations $ 6,012 $ 2,571 $ 70,311 Net (income) loss from continuing operations attributable to noncontrolling interests in consolidated entities (6,028 ) 4,059 10,875 Net (loss) income from continuing operations attributable to common unitholders (16 ) 6,630 81,186 Net income from discontinued operations — — 86,257 Net income from discontinued operations attributable to noncontrolling interests in consolidated entities — — (30,708 ) Net income from discontinued operations attributable to common unitholders — — 55,549 Net (loss) income attributable to common unitholders $ (16 ) $ 6,630 $ 136,735 Net (loss) income per common unit - basic: Net (loss) income from continuing operations $ — $ 0.25 $ 2.97 Net income from discontinued operations — — 2.03 Net (loss) income attributable to common unitholders $ — $ 0.25 $ 5.00 Net (loss) income per common unit – diluted: Net (loss) income from continuing operations $ — $ 0.25 $ 2.96 Net income from discontinued operations — — 2.02 Net (loss) income attributable to common unitholders $ — $ 0.25 $ 4.98 Weighted-average common units outstanding - basic 26,053,098 26,353,714 27,317,974 Incentive units — — 112,127 Unvested restricted units — 132,495 12,207 Denominator for net income per common unit - diluted (a) 26,053,098 26,486,209 27,442,308 (a) For the year ended December 31, 2017, the diluted (loss) income per unit calculation was based on the basic weighted-average units only since the impact of 307,448 incentive units, 4,738,844 of SPLP Preferred Units and 39,634 of unvested restricted stock units, would have been anti-dilutive. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Financial assets and liabilities measured at fair value on a recurring basis in the Company's consolidated financial statements as of December 31, 2017 and 2016 are summarized by type of inputs applicable to the fair value measurements as follows: December 31, 2017 Level 1 Level 2 Level 3 Total Assets: Marketable securities (a) $ 44,371 $ 1,988 $ 11,954 $ 58,313 Long-term investments (a) 221,750 10,387 1,223 233,360 Investments in certain funds — — 407 407 Precious metal and commodity inventories recorded at fair value 10,993 — — 10,993 Economic interests in loans — — 13,126 13,126 Foreign currency forward exchange contracts — 166 — 166 Warrants — — 206 206 Long put options 3 — — 3 Total $ 277,117 $ 12,541 $ 26,916 $ 316,574 Liabilities: Financial instrument obligations $ 15,629 $ — $ — $ 15,629 Commodity contracts on precious metal and commodity inventories — 127 — 127 Foreign currency forward exchange contracts — 188 — 188 Short call options 258 — — 258 Total $ 15,887 $ 315 $ — $ 16,202 December 31, 2016 Level 1 Level 2 Level 3 Total Assets: Marketable securities (a) $ 25,498 $ 3,994 $ 24,158 $ 53,650 Long-term investments (a) 111,424 4,350 1,242 117,016 Investments in certain funds — — 469 469 Precious metal and commodity inventories recorded at fair value 10,143 — — 10,143 Economic interests in loans — — 6,162 6,162 Foreign currency forward exchange contracts — 92 — 92 Total $ 147,065 $ 8,436 $ 32,031 $ 187,532 Liabilities: Financial instrument obligations $ 12,640 $ — $ — $ 12,640 Interest rate swap agreements — 108 — 108 Foreign currency forward exchange contracts — 1,040 — 1,040 Total $ 12,640 $ 1,148 $ — $ 13,788 (a) For additional detail of the marketable securities and long-term investments see Note 9 - "Investments." There were no transfers of securities among the various measurement input levels during the year ended December 31, 2017. The fair value of the Company's financial instruments, such as cash and cash equivalents, trade and other receivables and accounts payable, approximate carrying value due to the short-term maturities of these assets and liabilities. Carrying cost approximates fair value for long-term debt which has variable interest rates. The precious metal and commodity inventories associated with the Company's fair value hedges (see Note 12 - "Financial Instruments") are reported at fair value. Fair values of these inventories are based on quoted market prices on commodity exchanges and are considered Level 1 measurements. The derivative instruments that the Company purchases in connection with its precious metal and commodity inventories, specifically commodity futures and forward contracts, are also valued at fair value. The futures contracts are Level 1 measurements since they are traded on a commodity exchange. The forward contracts are entered into with a counterparty and are considered Level 2 measurements. Interest rate swap agreements were considered Level 2 measurements as the inputs were observable at commonly quoted intervals. These agreements expired in February 2016. Following is a summary of changes in financial assets measured using Level 3 inputs: Long-Term Investments Investments in Associated Companies (a) Other Investments - Related Party (a) STCN Warrants (a) Marketable Securities and Other (b) Total Assets Balance at December 31, 2014 $ 2,163 $ 9,623 $ 2,199 $ 34,421 $ 48,406 Purchases — — — 5,183 5,183 Sales and cash collections (9,985 ) — (2,953 ) (12,938 ) Realized gain on sale — — — 8 8 Unrealized gains — 484 — — 484 Unrealized losses (232 ) (122 ) (1,656 ) (8,679 ) (10,689 ) Balance at December 31, 2015 $ 1,931 $ — $ 543 $ 27,980 $ 30,454 Sales and cash collections — — — (8,848 ) (8,848 ) Unrealized gains — — — 11,657 11,657 Unrealized losses (708 ) — (524 ) — (1,232 ) Balance at December 31, 2016 1,223 — 19 30,789 32,031 Sales and cash collections — — — (19,404 ) (19,404 ) Realized loss on sale — — — 309 309 Unrealized gains — — — 13,999 13,999 Unrealized losses — — (19 ) — (19 ) Balance at December 31, 2017 $ 1,223 $ — $ — $ 25,693 $ 26,916 (a) Unrealized losses are recorded in Income (loss) of associated companies and other investments held at fair value, net of taxes in the Company's consolidated statements of operations. (b) Realized gains and losses on sale are recorded in Other income, net or Revenue in the Company's consolidated statements of operations. Long-Term Investments - Valuation Techniques The Company estimates the value of one of its investments in an associated company primarily using a discounted cash flow method adjusted for additional information related to debt covenants, solvency issues and other related matters. The STCN warrants were valued using the Black-Scholes option pricing model. Marketable Securities and Other - Valuation Techniques The Company uses the net asset value included in quarterly statements it receives in arrears from a venture capital fund to determine the fair value of such fund and determines the fair value of certain corporate securities and corporate obligations by incorporating and reviewing prices provided by third-party pricing services based on the specific features of the underlying securities. The fair value of the derivatives held by WebBank (see Note 12 - "Financial Instruments") represent the estimated amounts that WebBank would receive or pay to terminate the contracts at the reporting date and is based on discounted cash flows analyses that consider credit, performance and prepayment. Unobservable inputs used in the discounted cash flow analyses are: a constant prepayment rate of 7.35% to 31.03% , a constant default rate of 1.02% to 19.46% and a discount rate of 1.24% to 27.76% . Assets Measured at Fair Value on a Nonrecurring Basis The Company's non-financial assets and liabilities measured at fair value on a non-recurring basis include goodwill and other intangible assets, any assets and liabilities acquired in a business combination, or its long-lived assets written down to fair value. To measure fair value for such assets and liabilities, the Company uses techniques including an income approach, a market approach and/or appraisals (Level 3 inputs). The income approach is based on a discounted cash flow analysis and calculates the fair value by estimating the after-tax cash flows attributable to an asset or liability and then discounting the after-tax cash flows to a present value using a risk-adjusted discount rate. Assumptions used in the discounted cash flow analysis ("DCF") require the exercise of significant judgment, including judgment about appropriate discount rates and terminal values, growth rates and the amount and timing of expected future cash flows. The discount rates, which are intended to reflect the risks inherent in future cash flow projections, used in the DCF are based on estimates of the weighted-average cost of capital of a market participant. Such estimates are derived from analysis of peer companies and consider the industry weighted-average return on debt and equity from a market participant perspective. A market approach values a business by considering the prices at which shares of capital stock, or related underlying assets, of reasonably comparable companies are trading in the public market or the transaction price at which similar companies have been acquired. If comparable companies are not available, the market approach is not used. Long-lived assets consisting of land and buildings used in previously operating businesses and currently unused, which total $6,300 and $10,393 as of December 31, 2017 and December 31, 2016, respectively, are carried at the lower of cost or fair value less cost to sell and are included in Other non-current assets on the Company's consolidated balance sheets. A reduction in the carrying value of such long-lived assets is recorded as an asset impairment charge in the Company's consolidated statements of operations. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Operating Lease Commitments The Company has certain facilities under non-cancelable operating lease arrangements. Rent expense recognized in the Company's consolidated statements of operations for the years ended December 31, 2017 , 2016 and 2015 was $17,895 , $15,335 and $10,026 , respectively. Future minimum operating lease and rental commitments under non-cancelable operating leases for SPLP consolidated operations are as follows: Payments due by period Amount 2018 $ 10,153 2019 6,789 2020 5,385 2021 4,596 2022 3,893 Thereafter 14,608 Total $ 45,424 Environmental and Litigation Matters As discussed in more detail below, certain of the Company's subsidiaries have been designated as potentially responsible parties ("PRPs") by federal and state agencies with respect to certain sites with which they may have had direct or indirect involvement and as defendants in certain litigation matters. The environmental claims are in various stages of administrative or judicial proceedings and include demands for recovery of past governmental costs and for future investigations and remedial actions. In many cases, the dollar amounts of the claims have not been specified and, with respect to a number of the PRP claims, have been asserted against a number of other entities for the same cost recovery or other relief as was asserted against certain of the Company's subsidiaries. The Company accrues costs associated with environmental and litigation matters on an undiscounted basis, when they become probable and reasonably estimable. As of December 31, 2017 , on a consolidated basis, the Company has accrued liabilities of $10,949 , which represent the current estimate of the probable cleanup liabilities, including remediation costs and litigation reserves. Expenses relating to these costs, and any recoveries, are included in SG&A in the Company's consolidated statements of operations. In addition, the Company has insurance coverage available for several of these matters and believes that excess insurance coverage may be available as well. Estimates of the Company's liability for remediation of a particular site and the method and ultimate cost of remediation require a number of assumptions that are inherently difficult to make, and the ultimate outcome may be materially different from current estimates. Environmental Matters Certain HNH subsidiaries have existing and contingent liabilities relating to environmental matters, including costs of remediation, capital expenditures, and potential fines and penalties relating to possible violations of national and state environmental laws. Those subsidiaries have remediation expenses on an ongoing basis, although such costs are continually being readjusted based upon the emergence of new techniques and alternative methods. HNH recorded current liabilities of approximately $9,200 related to estimated environmental remediation costs as of December 31, 2017. HNH may have insurance coverage available for certain of these matters. Included among these liabilities, certain HNH subsidiaries have been identified as PRPs under the Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA") or similar state statutes at sites and are parties to administrative consent orders in connection with certain properties. Those subsidiaries may be subject to joint and several liabilities imposed by CERCLA on PRPs. Due to the technical and regulatory complexity of remedial activities and the difficulties attendant in identifying PRPs and allocating or determining liability among them, the subsidiaries are unable to reasonably estimate the ultimate cost of compliance with such laws. Based upon information currently available, the HNH subsidiaries do not expect that their respective environmental costs, including the incurrence of additional fines and penalties, if any, will have a material adverse effect on them or that the resolution of these environmental matters will have a material adverse effect on the financial position, results of operations or cash flows of such subsidiaries or the Company, but there can be no such assurances. The Company anticipates that the subsidiaries will pay any such amounts out of their respective working capital, although there is no assurance that they will have sufficient funds to pay them. In the event that a HNH subsidiary is unable to fund its liabilities, claims could be made against its respective parent companies for payment of such liabilities. The sites where certain HNH subsidiaries have environmental liabilities include the following: HNH has been working with the Connecticut Department of Energy and Environmental Protection ("CTDEEP") with respect to its obligations under a 1989 consent order that applies to a property in Connecticut that HNH sold in 2003 ("Sold Parcel") and an adjacent parcel ("Adjacent Parcel") that together comprise the site of a former HNH manufacturing facility. The remaining remediation, monitoring and regulatory administrative costs for the Sold Parcel are expected to approximate $100 . With respect to the Adjacent Parcel, an ecological risk assessment has been completed and the results, along with proposed clean up goals, were submitted in the second quarter of 2016 to the CTDEEP for their review and approval. The next phase will be a physical investigation of the upland portion of the parcel. A work plan was submitted in the third quarter of 2017 to the CTDEEP for review and approval. The CTDEEP has not completed their review and approval, but the work is expected to start in the first half of 2018 and is estimated to cost approximately $306 . Investigation of the wetlands portion is expected to start in the second quarter of 2018, pending regulatory approvals and setting goals for the entire parcel. The total remediation costs for the Adjacent Parcel cannot be reasonably estimated at this time. Based on the current stage of the investigation at this time, the Company estimates that it is reasonably possible that it may incur aggregate losses over a period of several years, above its accrued liability, in a range of $2,000 to $6,000 . Due to the uncertainties, there can be no assurance that the resolution of this matter will not be material to the financial position, results of operations or cash flows of the Company. In 1986, Handy & Harman Electronic Materials Corporation ("HHEM"), a subsidiary of HNH, entered into an administrative consent order ("ACO") with the New Jersey Department of Environmental Protection ("NJDEP") with regard to certain property that it purchased in 1984 in New Jersey. The ACO involves investigation and remediation activities to be performed with regard to soil and groundwater contamination. HHEM is actively remediating the property and is continuing to investigate effective methods for achieving compliance with the ACO. HHEM anticipates entering into discussions with the NJDEP to address that agency's potential natural resource damage claims, the timing and ultimate scope and cost of which cannot be estimated at this time. Pursuant to a settlement agreement with the former owner/operator of the site, the responsibility for site investigation and remediation costs, as well as any other costs, as defined in the settlement agreement, related to or arising from environmental contamination on the property (collectively, "Costs") are contractually allocated 75% to the former owner/operator and 25% jointly to HHEM and HNH, all after having the first $1,000 paid by the former owner/operator. As of December 31, 2017, total investigation and remediation costs of approximately $6,600 and $2,100 have been expended by the former owner/operator and HHEM, respectively, in accordance with the settlement agreement. Additionally, HHEM has been reimbursed indirectly through insurance coverage for a portion of the Costs for which HHEM is responsible. While the primary insurance reimbursement ceased, HHEM believes that there is additional excess insurance coverage, which it is currently pursuing. HHEM anticipates that there will be additional remediation expenses to be incurred once a final remediation plan is agreed upon. There is no assurance that the former owner/operator or guarantors will continue to timely reimburse HHEM for expenditures and/or will be financially capable of fulfilling their obligations under the settlement agreement and the guaranties. There is no assurance that there will be any additional insurance reimbursement. Based on the current stage of the investigation at this site at this time, the Company estimates that it is reasonably possible that it may incur aggregate losses over a period of years, above its current accrued liability for this site, in a range of $100 to $4,000 , of which it expects to pay a 25% share. The final costs cannot be reasonably estimated at this time, and accordingly, there can be no assurance that the resolution of this matter will not be material to the financial position, results of operations or cash flows of HHEM, HNH or the Company. SLI may incur environmental costs in the future as a result of the past activities of its former subsidiary, SL Surface Technologies, Inc. ("SurfTech"), at sites located in Pennsauken, New Jersey ("Pennsauken Site"), in Camden, New Jersey ("Camden Site") and at its former subsidiary, SGL Printed Circuits in Wayne, New Jersey ("Wayne Site"). At the Pennsauken Site, SLI reached an agreement with both the U.S. Department of Justice and the U.S. Environmental Protection Agency ("EPA") related to its liability and entered into a Consent Decree which governs the agreement. SLI agreed to perform remediation of the SurfTech site, which is complete, and to pay a fixed sum for the EPA's past oversight costs. The fixed sum was to be paid in installments, and a final payment of $2,100 was made in June of 2017. Separate from the Consent Decree with the United States, in December 2012, the NJDEP made a settlement demand of $1,800 for past and future cleanup and removal costs and natural resource damages ("NRD"). Although SLI and its counsel believe that it has meritorious defenses to any claim for reimbursement of past cost and NRD damages, to avoid the time and expense of litigating the matter, SLI offered to pay approximately $300 to fully resolve the claim presented by the State of New Jersey. On June 29, 2015, the Company's legal counsel received a letter from New Jersey's Deputy Attorney General rejecting the Company's counter offer, but stated that the matter was open for further negotiations. On September 18, 2017, the Company received another letter from the Office of the Attorney General for the State of New Jersey ("New Jersey AG") wherein the New Jersey AG reiterated NJDEP's original settlement demand of $1,800 for SLI's alleged past costs and NRD related to the Pennsauken Site. In November 2017, NJDEP indicated that in addition to the original settlement demand, SLI would be responsible to NJDEP for its 10% cost payments to the EPA for the on-going remediation of the impacted groundwater aquifers. Since November, there have been no additional discussions or communications with NJDEP. SLI believes it may have defenses to the various claims and intends to assert all legal and procedural defenses available to it to make sure all costs attributed to SLI have been properly identified and substantiated. Although the final scope and cost of this claim cannot be estimated at this time, we estimate that it is reasonably possible that we may incur an aggregate loss, above our current accrued liability for this site, in a range of $300 to $1,800 . There can be no assurance that there will not be potential additional costs associated with the site, which cannot be reasonably estimated at this time. Accordingly, there can be no assurance that the resolution of this matter will not be material to the financial position, results of operations or cash flows of SLI, HNH or the Company. SLI reported soil contamination and a groundwater contamination in 2003 from the SurfTech site located in Camden, New Jersey. Substantial investigation and remediation work has been completed under the direction of the Licensed Site Remediation Professional ("LSRP") for the site. Additional soil excavation, slab removal and chemical treatment is expected to be initiated during the first half of 2018. Construction of an asphalt cap is expected in the second half of 2018 and post remediation groundwater monitoring conducted thereafter. SLI's environmental consultants also implemented an interim bio-remediation pilot study to assess biological treatment of on-site contaminated groundwater. Subsequent groundwater monitoring to assess the bio-remediation effectiveness was completed and consistent decreases in target contaminants concentrations in groundwater were observed. In December 2014, a report was submitted to the NJDEP stating sufficient information was obtained from the pilot study to complete the full-scale groundwater remedy design. A full-scale groundwater bioremediation will be implemented during the fourth quarter of 2018 following the soil remediation mentioned above. A reserve of $2,800 has been established for anticipated costs at this site, but there can be no assurance that there will not be potential additional costs associated with the site which cannot be reasonably estimated at this time. Accordingly, there can be no assurance that the resolution of this matter will not be material to the financial position, results of operations or cash flows of SLI, HNH or the Company. SLI is currently participating in environmental assessment and cleanup at a commercial facility located in Wayne, New Jersey. Contaminated soil and groundwater has undergone remediation with the NJDEP and LSRP oversight, but contaminants of concern ("COCs") in groundwater and surface water, which extend off-site, remain above applicable NJDEP remediation standards. SLI's LSRP completed a supplemental groundwater remedial action approved by the NJDEP, and a report was filed with the NJDEP in March 2015. SLI's consultants have developed cost estimates for supplemental remedial injections, soil excavation, and additional tests and remedial activities. The LSRP prepared a Remedial Investigation Report, which was sent to the NJDEP in May 2016. Off-site access to the adjacent property has been negotiated and monitoring wells have been installed. Results of the initial samples detected COCs above NJDEP standards. A reserve of approximately $1,300 has been established for anticipated costs, but there can be no assurance that there will not be potential additional costs associated with the site, which cannot be reasonably estimated at this time. Accordingly, there can be no assurance that the resolution of this matter will not be material to the financial position, results of operations or cash flows of SLI, HNH or the Company. BNS LLC, a wholly-owned subsidiary of the BNS Liquidating Trust, has been named as a PRP at one previously disclosed site and a then-subsidiary of BNS ("BNS Sub") has been identified as a PRP at another previously disclosed site. Based upon information currently available, BNS Liquidating Trust and BNS Sub do not expect that their respective environmental costs or that the resolution of these environmental matters will have a material adverse effect on the financial position, results of operations or cash flows of the Company, but there can be no such assurances. Litigation Matters BNS Litigation Matters BNS Sub has been named as a defendant in approximately 1,390 alleged asbestos-related toxic-tort claims as of December 31, 2017 . The claims were filed over a period beginning 1994 through December 31, 2017 . In many cases these claims involved more than 100 defendants. Of the claims filed, approximately 1,340 were dismissed, settled or granted summary judgment and closed as of December 31, 2017 . Of the claims settled, the average settlement was less than $3 . There remained approximately 50 pending asbestos claims as of December 31, 2017 . There can be no assurance that the number of future claims and the related costs of defense, settlements or judgments will be consistent with the experience to date of existing claims. BNS Sub has insurance policies covering asbestos-related claims for years beginning 1974 through 1988 with estimated aggregate coverage limits of $183,000 , with $1,543 at December 31, 2017 and 2016 , respectively, in estimated remaining self-insurance retention (deductible). There is secondary evidence of coverage from 1970 to 1973 although there is no assurance that the insurers will recognize that the coverage was in place. Policies issued for BNS Sub beginning in 1989 contained exclusions related to asbestos. Under certain circumstances, some of the settled claims may be reopened. Also, there may be a significant delay in receipt of notification by BNS Sub of the entry of a dismissal or settlement of a claim or the filing of a new claim. BNS Sub believes it has significant defenses to any liability for toxic-tort claims on the merits. None of these toxic-tort claims has gone to trial and, therefore, there can be no assurance that these defenses will prevail. BNS Sub annually receives retroactive billings or credits from its insurance carriers for any increase or decrease in claims accruals as claims are filed, settled or dismissed, or as estimates of the ultimate settlement and defense costs for the then-existing claims are revised. As of both December 31, 2017 and 2016 , BNS Sub has accrued $1,349 relating to the open and active claims against BNS Sub. This accrual represents the Company's best estimate of the likely costs to settle these claims by BNS Sub beyond the amounts accrued by the insurance carriers and previously funded, through the retroactive billings by BNS Sub. There can be no assurance that the number of future claims and the related costs of defense, settlements or judgments will be consistent with the experience to date of existing claims, and that BNS Sub will not need to increase significantly its estimated liability for the costs to settle these claims to an amount that could have a material effect on the consolidated financial statements. Other Litigation Matters In the ordinary course of our business, we are subject to periodic lawsuits, investigations, claims and proceedings, including, but not limited to, contractual disputes, employment, environmental, health and safety matters, as well as claims associated with our historical acquisitions and divestitures. There is insurance coverage available for many of the foregoing actions. Although we cannot predict with certainty the ultimate resolution of lawsuits, investigations, claims and proceedings asserted against us, we do not believe any currently pending legal proceeding to which we are a party will have a material adverse effect on our business, prospects, financial condition, cash flows, results of operations or liquidity. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Management Agreement with SP General Services LLC SPLP is managed by the Manager, pursuant to the terms of the Management Agreement, which receives a fee at an annual rate of 1.5% of total Partners' capital ("Management Fee"), payable on the first day of each quarter and subject to quarterly adjustment. In addition, SPLP may issue to the Manager partnership profits interests in the form of incentive units, which will be classified as Class C common units of SPLP, upon the attainment of certain specified performance goals by SPLP, which are determined as of the last day of each fiscal year (see Note 14 - "Capital and Accumulated Other Comprehensive Loss" for additional information on the incentive units). The Management Agreement is automatically renewed each December 31 for successive one -year terms unless otherwise determined at least 60 days prior to each renewal date by a majority of the independent directors. The Management Fee was $8,987 , $8,583 and $8,150 for the years ended December 31, 2017 , 2016 and 2015 , respectively. The Management Fee is included in SG&A in the Company's consolidated statements of operations. Unpaid amounts for management fees included in Payables to related parties on the Company's consolidated balance sheets were $487 and $0 at December 31, 2017 and 2016 , respectively. SPLP will bear (or reimburse the Manager with respect to) all its reasonable costs and expenses of the managed entities, the Manager, SPH GP or their affiliates, including but not limited to: legal, tax, accounting, auditing, consulting, administrative, compliance, investor relations costs related to being a public entity rendered for SPLP or SPH GP, as well as expenses incurred by the Manager and SPH GP which are reasonably necessary for the performance by the Manager of its duties and functions under the Management Agreement and certain other expenses incurred by managers, officers, employees and agents of the Manager or its affiliates on behalf of SPLP. Reimbursable expenses incurred by the Manager in connection with its provision of services under the Management Agreement were approximately $4,708 , $4,222 and $2,906 during the years ended December 31, 2017 , 2016 and 2015 , respectively. Unpaid amounts for reimbursable expenses were approximately $881 and $1,031 at December 31, 2017 and 2016 , respectively, and are included in Payables to related parties on the Company's consolidated balance sheets. Corporate Services Steel Services, through Management Services Agreements with its subsidiaries and portfolio companies, provides services, which include assignment of C-Level management personnel, legal, tax, accounting, treasury, consulting, auditing, administrative, compliance, environmental health and safety, human resources, marketing, investor relations, operating group management and other similar services. In addition to its servicing agreements with SPLP and its consolidated subsidiaries, Steel Services has management services agreements with other companies considered to be related parties, including, NOVT Corporation, Ore Holdings, Inc., J. Howard Inc., Steel Partners, Ltd., iGo, STCN and Aerojet Rocketdyne Holdings, Inc. In total, Steel Services will charge approximately $2,720 annually to these companies. All amounts billed under these service agreements are classified as a reduction within SG&A. Mutual Securities Pursuant to the Management Agreement, the Manager is responsible for selecting executing brokers. Securities transactions for SPLP are allocated to brokers on the basis of reliability and best price and execution. The Manager has selected Mutual Securities, Inc. as an introducing broker and may direct a substantial portion of the managed entities' trades to such firm, among others. An officer of the Manager and SPH GP is affiliated with Mutual Securities, Inc. The commissions paid by SPLP to Mutual Securities, Inc. were not significant in any period. Other At December 31, 2017 and 2016 , several related parties and consolidated subsidiaries had deposits totaling $2,438 and $2,786 , respectively, at WebBank. Approximately $357 and $718 of these deposits, including interest which was not significant, have been eliminated in consolidation as of December 31, 2017 and 2016 , respectively. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION SPLP operates through the following segments: Diversified Industrial, Energy, Financial Services, and Corporate and Other, which are managed separately and offer different products and services. For a more complete description of the Company's segments, see Item 1 - "Business - The Company" found elsewhere in this Form 10-K. Steel Services charged the Diversified Industrial, Energy and Financial Services segments approximately $12,000 , $8,150 and $4,700 for the year ended December 31, 2017 . For the years ended December 31, 2016 and 2015 , Steel Services charged the Diversified Industrial, Energy and Financial services segments $11,751 , $8,150 and $4,700 and $10,200 , $8,150 and $3,167 , respectively, for these services. These amounts are eliminated in consolidation. Segment information is presented below: Year Ended December 31, Revenue: 2017 2016 2015 Diversified industrial $ 1,156,187 $ 998,556 $ 763,009 Energy 135,461 93,995 132,620 Financial services 80,379 70,998 69,430 Total $ 1,372,027 $ 1,163,549 $ 965,059 Income (loss) from continuing operations before income taxes: Diversified industrial $ 50,104 $ 19,175 $ 42,281 Energy (21,514 ) (11,459 ) (95,112 ) Financial services 41,328 42,518 46,314 Corporate and other (12,607 ) (23,711 ) (1,891 ) Income (loss) from continuing operations before income taxes 57,311 26,523 (8,408 ) Income tax provision (benefit) 51,299 23,952 (78,719 ) Net income from continuing operations $ 6,012 $ 2,571 $ 70,311 Income (loss) from equity method investments and other investments held at fair value, net of taxes: Diversified industrial $ — $ 8,078 $ (1,252 ) Energy 593 9,944 (16,102 ) Corporate and other 16,295 (13,937 ) (14,423 ) Total $ 16,888 $ 4,085 $ (31,777 ) Year ended December 31, 2017 Interest Expense (a) Capital Expenditures Depreciation and Amortization Diversified industrial $ 13,471 $ 40,374 $ 50,741 Energy 1,421 13,468 20,735 Financial services 4,685 834 294 Corporate and other 7,912 61 166 Total $ 27,489 $ 54,737 $ 71,936 Year ended December 31, 2016 Interest Expense (a) Capital Expenditures Depreciation and Amortization Diversified industrial $ 8,089 $ 27,953 $ 50,100 Energy 1,544 5,082 20,076 Financial services 2,595 102 274 Corporate and other 1,419 1,046 96 Total $ 13,647 $ 34,183 $ 70,546 Year ended December 31, 2015 Interest Expense (a) Capital Expenditures Depreciation and Amortization Diversified industrial $ 5,238 $ 17,212 $ 27,340 Energy 2,455 4,785 20,629 Financial services 1,450 1,153 170 Corporate and other 1,169 102 421 Total $ 10,312 $ 23,252 $ 48,560 (a) Interest expense includes Finance interest expense of $4,685 , $2,595 and $1,450 for the years ended December 31, 2017, 2016 and 2015, respectively. December 31, 2017 2016 Identifiable Assets Employed: Diversified industrial $ 1,070,874 $ 1,072,147 Energy 416,460 299,480 Financial services 612,378 456,811 Corporate and other 61,779 130,898 Segment total 2,161,491 1,959,336 Discontinued operations 2,549 7,779 Total $ 2,164,040 $ 1,967,115 The following table presents geographic revenue and long-lived asset information as of and for the year ended December 31. Foreign revenue is based on the country in which the legal subsidiary generating the revenue is domiciled. Long-lived assets in 2017 and 2016 consist of property, plant and equipment, plus approximately $6,300 and $10,393 , respectively, of land and buildings from previously operating businesses and other non-operating assets that are carried at the lower of cost or fair value less cost to sell and are included in Other non-current assets on the Company's consolidated balance sheets as of December 31, 2017 and 2016 , respectively. Neither revenue nor long-lived assets from any single foreign country were material to the consolidated financial statements of the Company. 2017 2016 2015 Revenue Long-lived Assets Revenue Long-lived Assets Revenue Long-lived Assets Geographic information: United States $ 1,149,792 $ 239,834 $ 983,380 $ 241,324 $ 824,363 $ 215,619 Foreign 222,235 38,457 180,169 30,481 140,696 47,083 Total $ 1,372,027 $ 278,291 $ 1,163,549 $ 271,805 $ 965,059 $ 262,702 |
REGULATORY MATTERS
REGULATORY MATTERS | 12 Months Ended |
Dec. 31, 2017 | |
Regulatory Matters [Abstract] | |
REGULATORY MATTERS | REGULATORY MATTERS WebBank WebBank is subject to various regulatory capital requirements administered by federal banking agencies. Failure to meet minimum capital requirements can initiate certain actions by regulators that, if undertaken, could have a direct material effect on WebBank's financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, WebBank must meet specific capital guidelines that involve quantitative measures of its assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices. WebBank's capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors. In July 2013, the FDIC approved the final rules implementing the Basel Committee on Banking Supervision's capital guidelines for U.S. banks ("Basel III"). Under the final rules, which began for WebBank on January 1, 2015 and are subject to a phase-in period through January 1, 2019, minimum requirements will increase for both the quantity and quality of capital held by WebBank. The rules include a new common equity Tier 1 capital to risk-weighted assets ratio ("CET1 Ratio") of 4.5% and a capital conservation buffer of 2.5% of risk-weighted assets, which when fully phased-in, effectively results in a minimum CET1 Ratio of 7.0% . Basel III raises the minimum ratio of Tier 1 capital to risk-weighted assets from 4.0% to 6.0% (which, with the capital conservation buffer, effectively results in a minimum Tier 1 capital ratio of 8.5% when fully phased-in), effectively results in a minimum total capital to risk-weighted assets ratio of 10.5% (with the capital conservation buffer fully phased-in), and requires a minimum leverage ratio of 4.0% . Basel III also makes changes to risk weights for certain assets and off-balance-sheet exposures. WebBank expects that its capital ratios under Basel III will continue to exceed the well capitalized minimum capital requirements and such amounts are disclosed in the table below: Amount of Capital Required Actual For Capital Adequacy Purposes Minimum Capital Adequacy With Capital Buffer To Be Well Capitalized Under Prompt Corrective Provisions As of December 31, 2017 Amount Ratio Amount Ratio Amount Ratio Amount Ratio Total Capital (to risk-weighted assets) $ 111,102 28.90 % $ 30,710 8.00 % $ 35,509 9.25 % $ 38,388 10.00 % Tier 1 Capital (to risk-weighted assets) $ 106,296 27.70 % $ 23,033 6.00 % $ 27,831 7.25 % $ 30,710 8.00 % Common Equity Tier 1 Capital (to risk-weighted assets) $ 106,296 27.70 % $ 17,275 4.50 % $ 22,073 5.75 % $ 24,952 6.50 % Tier 1 Capital (to average assets) $ 106,296 19.00 % $ 22,398 4.00 % n/a n/a $ 27,998 5.00 % As of December 31, 2016 Total Capital (to risk-weighted assets) $ 90,369 33.90 % $ 21,320 8.00 % $ 22,985 8.63 % $ 26,649 10.00 % Tier 1 Capital (to risk-weighted assets) $ 88,698 33.30 % $ 15,990 6.00 % $ 17,655 6.63 % $ 21,320 8.00 % Common Equity Tier 1 Capital (to risk-weighted assets) $ 88,698 33.30 % $ 11,992 4.50 % $ 13,658 5.13 % $ 17,322 6.50 % Tier 1 Capital (to average assets) $ 88,698 22.20 % $ 15,956 4.00 % n/a n/a $ 19,944 5.00 % |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 12 Months Ended |
Dec. 31, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | SUPPLEMENTAL CASH FLOW INFORMATION A summary of supplemental cash flow information for each of the three years ending December 31, 2017 is presented in the following table: Year Ended December 31, 2017 2016 2015 Cash paid during the period for: Interest $ 22,029 $ 11,900 $ 9,213 Taxes 19,774 12,078 24,221 Non-cash investing activities: Reclassification of investment in associated company to cost of an acquisition $ — $ 39,794 $ 66,239 Reclassification of investment in associated company to investment in consolidated subsidiaries — — 48,748 Reclassification of available-for-sale securities to equity method investment — — 10,857 Partnership interest exchanged for marketable securities — — 25,000 Sales of marketable securities not settled — — 23,229 Securities delivered in exchange for settlement of financial instrument obligations — 9,155 76 Exchange of debt securities for equity securities 3,317 — — Non-cash financing activities: Common unit dividend declared and not paid $ — $ 3,923 $ — Repurchase of common stock by subsidiary not paid — — (8,557 ) Issuance of SPLP Preferred Units to purchase subsidiary shares from noncontrolling interests 198,817 — — |
OTHER INCOME, NET
OTHER INCOME, NET | 12 Months Ended |
Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | |
OTHER INCOME, NET | OTHER INCOME, NET Other income, net consists of the following: Year Ended December 31, 2017 2016 2015 Investment income $ (1,191 ) $ (3,739 ) $ (12,763 ) Realized gains on sale of marketable securities, net (790 ) (3,288 ) (32,466 ) Realized losses on financial instrument obligations 2,918 60 477 Realized gain on non-monetary exchange — — (9,268 ) Other, net (843 ) (5,582 ) (1,873 ) Total $ 94 $ (12,549 ) $ (55,893 ) |
PARENT COMPANY CONDENSED FINANC
PARENT COMPANY CONDENSED FINANCIAL INFORMATION | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
PARENT COMPANY CONDENSED FINANCIAL INFORMATION | PARENT COMPANY CONDENSED FINANCIAL INFORMATION As discussed in Note 11 - "Long-Term Debt", the Company entered into a Credit Agreement with PNC Bank that consolidates a number of the Company's existing credit facilities into one combined, revolving credit facility covering substantially all of the Company's subsidiaries, with the exception of WebBank. Substantially all of the net assets of the Company's subsidiaries are restricted by the terms of the Credit Agreement, which does not permit cash transfers to SPLP if the net leverage ratio exceeds a specified amount, unless approved by the bank syndicate. As these subsidiaries' restricted net assets represent a significant portion of the Company's consolidated total assets, the Company is presenting the following parent company financial information. The SPLP parent company condensed financial information is prepared on the same basis of accounting as the SPLP consolidated financial statements, except that the SPLP subsidiaries are accounted for under the equity method of accounting. SPLP is a holding company with minimal assets or operations, and majority of its subsidiaries are 100% owned. STEEL PARTNERS HOLDINGS L.P. (PARENT ONLY) Balance Sheets (in thousands, except common units) December 31, 2017 December 31, 2016 ASSETS Current assets: Cash and cash equivalents $ 64 $ 71 Prepaid expenses and other current assets 103 204 Total current assets 167 275 Other non-current assets 2,385 144 Investments in subsidiaries 759,365 710,057 Total Assets $ 761,917 $ 710,476 LIABILITIES AND CAPITAL Current liabilities: Accrued liabilities $ 769 $ — Dividends payable — 4,063 Intercompany payable 17,600 2,155 Total current liabilities 18,369 6,218 Preferred unit liability 176,512 — Total Liabilities 194,881 6,218 Commitments and Contingencies Capital: Partners' capital common units: 26,348,420 and 26,152,976 issued and outstanding (after deducting 10,868,367 and 10,558,687 held in treasury, at cost of $170,858 and $164,900), respectively 652,270 617,502 Accumulated other comprehensive loss (106,167 ) (68,761 ) Total Partners' Capital 546,103 548,741 Noncontrolling interests in consolidated entities 20,933 155,517 Total Capital 567,036 704,258 Total Liabilities and Capital $ 761,917 $ 710,476 STEEL PARTNERS HOLDINGS L.P. (PARENT ONLY) Statements of Operations and Comprehensive Income (Loss) (in thousands) Year Ended December 31, 2017 2016 2015 Equity income of subsidiaries $ 23,195 $ 2,246 $ 158,169 Selling, general and administrative expenses (10,730 ) (1,417 ) (1,601 ) Interest expense (6,453 ) — — Other income — 1,742 — Net income 6,012 2,571 156,568 Net (income) loss attributable to noncontrolling interests in subsidiaries: Continuing operations (6,028 ) 4,059 10,875 Discontinued operations — — (30,708 ) Net (income) loss attributable to noncontrolling interests in subsidiaries (6,028 ) 4,059 (19,833 ) Net (loss) income attributable to common unitholders $ (16 ) $ 6,630 $ 136,735 Net income $ 6,012 $ 2,571 $ 156,568 Other comprehensive income (loss), net of tax: Gross unrealized gains (losses) on available-for-sale securities 27,689 13,413 (31,321 ) Reclassification of unrealized losses (gains) on available-for-sale securities 908 (62 ) 4,932 Gross unrealized losses (gains) on derivative financial instruments 624 (1,158 ) (1,757 ) Currency translation adjustments 5,444 (11,431 ) (3,950 ) Changes in pension liabilities and other post-retirement benefit obligations (6,452 ) (18,813 ) (25,839 ) Other comprehensive income (loss) 28,213 (18,051 ) (57,935 ) Comprehensive income (loss) 34,225 (15,480 ) 98,633 Comprehensive (income) loss attributable to noncontrolling interests (8,300 ) 7,617 (17,032 ) Comprehensive income (loss) attributable to common unitholders $ 25,925 $ (7,863 ) $ 81,601 STEEL PARTNERS HOLDINGS L.P. (PARENT ONLY) Statements of Cash Flows (in thousands) Year Ended December 31, 2017 2016 2015 Cash flows from operating activities: Net income $ 6,012 $ 2,571 $ 156,568 Adjustments to reconcile net income to net cash (used in) provided by operating activities: Equity income of subsidiaries (23,195 ) (2,246 ) (158,169 ) Amortization of preferred unit issuance costs 237 — — Equity-based compensation 9,635 375 2,281 Prepaid expenses and other current assets 268 (124 ) 10 Accounts payable, accrued and other current liabilities 1,370 — (1,853 ) Net cash (used in) provided by operating activities (5,673 ) 576 (1,163 ) Cash flows from investing activities: Intercompany advances 19,507 6,735 354 Purchases of the Company's common units (5,188 ) (7,297 ) (1,917 ) Purchase of subsidiary shares from noncontrolling interests (2,086 ) — — Deferred finance charges (2,644 ) — — Common unit dividend payment (3,923 ) — — Net cash provided by (used in) financing activities 5,666 (562 ) (1,563 ) Net change for the period (7 ) 14 (2,726 ) Cash and cash equivalents at beginning of period 71 57 2,783 Cash and cash equivalents at end of period $ 64 $ 71 $ 57 |
QUARTERLY FINANCIAL DATA (unaud
QUARTERLY FINANCIAL DATA (unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL DATA (unaudited) | QUARTERLY FINANCIAL DATA (unaudited) Net (Loss) Income From Continuing Operations Attributable to Common Unitholders Net (Loss) Income Attributable to Common Unitholders Quarter Revenue Net (Loss) Income From Continuing Operations Per Common Unit Basic Per Common Unit Diluted Net (Loss) Income Attributable to Common Unitholders Per Common Unit Basic Per Common Unit Diluted 2017 First $ 323,319 $ (3,098 ) $ (0.16 ) $ (0.16 ) $ (4,082 ) $ (0.16 ) $ (0.16 ) Second 358,391 15,718 0.43 0.41 11,253 0.43 0.41 Third 355,040 10,905 0.27 0.27 7,013 0.27 0.27 Fourth (a) 335,277 (17,513 ) (0.55 ) (0.55 ) (14,200 ) (0.55 ) (0.55 ) $ 1,372,027 $ 6,012 $ (16 ) 2016 (b) First $ 246,793 $ 2,344 $ 0.07 $ 0.07 $ 1,962 $ 0.07 $ 0.07 Second 281,402 9,859 0.35 0.35 9,209 0.35 0.35 Third 316,849 13,069 0.41 0.41 10,832 0.41 0.41 Fourth (c) 318,505 (22,701 ) (0.59 ) (0.59 ) (15,373 ) (0.59 ) (0.59 ) $ 1,163,549 $ 2,571 $ 6,630 (a) The Company recorded asset impairment charges of approximately $2,028 in the fourth quarter of 2017, primarily related to an other-than-temporary impairment on a certain available-for-sale security (see Note 4 - "Divestitures and Asset Impairment Charges"). In addition, the Tax Cuts and Jobs Act was enacted in the fourth quarter of 2017, and in connection therewith, the Company recorded income tax expense of $56,552 from the remeasurement of deferred tax balances, as well as a repatriation tax expense of $2,165 . During 2017, the Company recorded an income tax benefit of $44,681 associated with the reversal of its deferred tax valuation allowances at certain subsidiaries, which primarily impacted the fourth quarter. (see Note 15 - "Income Taxes") (b) The Company recorded asset impairment charges of approximately $1,470 , $7,000 , $3,057 and $5,732 in the first, second, third and fourth quarters of 2016, respectively. These charges were primarily related to other-than-temporary impairments on certain available-for-sale securities (see Note 4 - "Divestitures and Asset Impairment Charges"). (c) The Company recorded goodwill impairment charges of $24,254 in the fourth quarter of 2016 (see Note 7 - "Goodwill and Other Intangible Assets, Net"). |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On February 16, 2018, the Company completed the acquisition of Dunmore Corporation in the U.S., and the share purchase of Dunmore Europe GmbH in Germany (collectively, "Dunmore") for a purchase price of $66,000 , subject to a working capital adjustment and an earn-out based on future earnings during the period from January 1, 2018 through December 31, 2019, each as provided in the purchase agreement. In no case shall the purchase price, including the potential earn-out, exceed $80,000 . Dunmore is a global provider of specialty coated, laminated and metallized films for the aircraft, spacecraft, photovoltaic, graphic arts, packaging, insulation, surfacing and fashion industries. Dunmore will report into API, which is part of the Company's Diversified Industrial segment. |
SUMMARY OF SIGNIFICANT ACCOUN35
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Use of Estimates in Preparation of Consolidated Financial Statements | Use of Estimates in Preparation of Consolidated Financial Statements The Company's consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amount of revenues, expenses, unrealized gains and losses during the reporting period. The more significant estimates include: (1) the valuation allowances of accounts receivable, loans receivable and inventory; (2) the valuation of goodwill, indefinite-lived intangible assets, long-lived assets and associated companies; (3) deferred tax assets; (4) effect of the recently-enacted Tax Cuts and Jobs Act; (5) environmental liabilities; (6) fair value of derivatives; (7) post-employment benefit liabilities; (8) estimates and assumptions used in the determination of fair value of certain securities, such as whether declines in value of securities are other than temporary; and (9) estimates of loan losses. Actual results may differ from the estimates used in preparing the consolidated financial statements; and, due to substantial holdings in and/or restrictions on certain investments, the value that may be realized could differ from the estimated fair value. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash and deposits in depository institutions, financial institutions and banks. The Company considers all highly liquid debt instruments with maturities of three months or less when purchased to be cash equivalents. Cash and cash equivalents include qualifying money market funds and exclude amounts where availability is restricted by loan agreements or other contractual provisions. Cash equivalents are stated at cost, which approximates market value. There is a significant concentration of cash that, during the periods presented, exceeded the federal deposit insurance limits and exposed the Company to credit risk. |
Restricted Cash | Restricted Cash Restricted cash at December 31, 2017 and 2016 primarily represents cash collateral for certain short sales of corporate securities (see Note 12 - "Financial Instruments" for additional information). |
Marketable Securities and Long-Term Investments | Marketable Securities and Long-Term Investments Marketable securities are classified as available-for-sale and consist of short-term deposits, corporate debt and equity instruments, and mutual funds. The Company classifies its marketable securities as current assets based on the nature of the securities and their availability for use in current operations. Long-term investments consist of available-for-sale securities and equity method investments. Held-to-maturity securities are classified in Other non-current assets. SPLP determines the appropriate classifications of its investments at the acquisition date and re-evaluates the classifications at each balance sheet date. • Available-for-sale securities are reported at fair value, with unrealized gains and losses recognized in Accumulated other comprehensive loss ("AOCI") as a separate component of SPLP's Partners' capital. • Associated companies represent equity method investments in companies where our ownership is between 20% and 50% of the outstanding equity and the Company has the ability to exercise influence, but not control, over the investee. For equity method investments where the fair value option has been elected, unrealized gains and losses are reported in the Company's consolidated statements of operations as part of Income (loss) of associated companies and other investments held at fair value. For the equity method investments where the fair value option has not been elected, SPLP records the investment at cost and subsequently increases or decreases the investment by its proportionate share of the net income or losses and other comprehensive income of the investee. • Held-to-maturity securities are recorded at amortized cost, adjusted for the amortization or accretion of premiums or discounts. Dividend and interest income is recognized when earned. Realized gains and losses on available-for-sale securities are included in earnings and are derived using the specific-identification method. Commission expense is recorded as a reduction of sales proceeds on investment sales. Commission expense on purchases is included in the cost of investments on the Company's consolidated balance sheets. |
Other Than Temporary Impairment | Other Than Temporary Impairment If the Company believes a decline in the market value of any available-for-sale, equity method or held-to-maturity security below cost is other than temporary, a loss is charged to earnings, which establishes a new cost basis for the security. Impairment losses are included in Asset impairment charges in the Company's consolidated statements of operations. SPLP's determination of whether a security is other than temporarily impaired incorporates both quantitative and qualitative information. The Company considers a number of factors including, but not limited to, the length of time and the extent to which the fair value has been less than cost, the length of time expected for recovery, the financial condition of the issuer, the reason for the decline in fair value, changes in fair value subsequent to the balance sheet date, the ability and intent to hold investments to maturity, and other factors specific to the individual investment. Specifically, for held-to-maturity securities, the Company considers whether it plans to sell the security or it is more-likely-than-not that it will be required to sell the security before recovery of its amortized cost. The credit component of an other-than-temporary impairment loss is recognized in earnings and the non-credit component is recognized in AOCI in situations where the Company does not intend to sell the security and it is more likely-than-not that the Company will not be required to sell the security prior to recovery. If there is an other-than-temporary impairment in the fair value of any individual security classified as held-to-maturity, the Company writes down the security to fair value with a corresponding credit loss portion charged to earnings, and the non-credit portion being charged to AOCI. SPLP's assessment involves a high degree of judgment and accordingly, actual results may differ materially from those estimates and judgments. |
Trade and Accounts Receivable and Allowance for Doubtful Accounts | Trade Accounts Receivable and Allowance for Doubtful Accounts The Company recognizes bad debt expense through an allowance account using estimates based primarily on management's evaluation of the financial condition of the customer, historical experience, credit quality, whether any amounts are currently past due, the length of time accounts may be past due, previous loss history and management's determination of a customer's current ability to pay its obligations. Trade accounts receivable balances are charged off against the allowance when it is determined that the receivables will not be recovered, and payments subsequently received on such receivables are credited to recovery of accounts written off. The Company believes that the credit risk with respect to trade accounts receivable is limited due to this credit evaluation process. |
Loans Receivable, Including Loans Held for Sale / Loan Impairment and Allowance for Loan Losses | Loans Receivable, Including Loans Held for Sale WebBank's loan activities include several lending arrangements with companies where it originates private label credit card and other loans for consumers and small businesses. These loans are classified as Loans receivable and are typically sold after origination. As part of these arrangements, WebBank earns origination fees that are recorded in non-interest income. Fees earned from these lending arrangements are recorded as fee income. WebBank also purchases participations in commercial and industrial loans through loan syndications. Loans that management has the intent and ability to hold for the foreseeable future or until maturity or pay-off generally are reported at their outstanding unpaid principal balances adjusted for charge-offs, the allowance for loan losses, and any deferred fees or costs on originated loans. Interest income is accrued on the unpaid principal balance. Loan origination fees, net of certain direct origination costs, are deferred and recognized as an adjustment of the related loan yield over the estimated life of the loan. Loans held for sale are carried at the lower of cost or estimated market value in the aggregate. A valuation allowance is recorded when cost exceeds fair value based on our determination at the time of reclassification and periodically thereafter. Gains and losses are recorded in noninterest income based on the difference between sales proceeds and carrying value and impairments from reductions in carrying value. Loans are reported as past due when either principal or interest is due and unpaid for a period of 30 days or more. The accrual of interest on loans is discontinued at the time the loan is 90 days delinquent unless the loan is well-secured and in process of collection. In all cases, loans are placed on nonaccrual or charged-off at an earlier date if collection of principal or interest is considered doubtful. All interest accrued but not collected for loans that are placed on nonaccrual or charged off is reversed against interest income. The interest on these loans is accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured. Loan Impairment and Allowance for Loan Losses A loan is considered impaired when, based on current information and events, it is probable that WebBank will be unable to collect all amounts due according to the contractual terms of the loan agreement, including scheduled interest payments. When a loan has been identified as being impaired, the amount of impairment is measured based on the present value of expected future cash flows discounted at the loan's effective interest rate or, when appropriate, the loan's observable fair value or the fair value of the collateral (less any selling costs) if the loan is collateral-dependent. If the measurement of the impaired loan is less than the recorded investment in the loan (including accrued interest, net of deferred loan fees or costs and unamortized premium or discount), an impairment is recognized by creating or adjusting an existing allocation of the allowance for loan losses, or by charging down the loan to its value determined in accordance with U.S. GAAP. The allowance for loan losses is established as losses are estimated to have occurred through a provision for loan losses charged to earnings. Loan losses are charged against the allowance when the uncollectability of a loan or receivable balance is confirmed. Subsequent recoveries, if any, are credited to the allowance. The allowance for loan losses is evaluated on a regular basis and is based upon a periodic review of the collectability of the amounts due in light of historical experience, the nature and volume of the loan portfolio, adverse situations that may affect the borrower's ability to repay, estimated value of any underlying collateral and prevailing economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available. The allowance consists of specific and general components. The specific component relates to loans that are classified as doubtful, substandard, or loss. For such loans that are classified as impaired, an allowance is established when the discounted cash flows (or collateral value or observable market price) of the impaired loan is lower than the carrying value of that loan. The general component covers non-classified loans and is based on historical loss experience and is adjusted for qualitative factors to cover uncertainties that could affect the estimate of probable losses. The allowance for loan losses is increased by charges to income and decreased by charge-offs (net of recoveries). The periodic evaluation of the adequacy of the allowance is based on WebBank's past loss experience, known and inherent risks in the portfolio, adverse situations that may affect the debtor's ability to repay, the estimated value of any underlying collateral and current economic conditions. |
Inventories | Inventories Inventories are generally stated at the lower of cost (determined by the first-in, first-out method or average cost method) or market. Cost is determined by the last-in, first-out ("LIFO") method for certain precious metal inventory held in the U.S., and remaining precious metal inventory is primarily carried at fair value. For precious metal inventory, no segregation among raw materials, work in process and finished products is practicable. For other inventory, the cost of work in process and finished goods comprises the cost of raw materials, direct labor and overhead costs attributable to the production of inventory. Non-precious metal inventories are evaluated for estimated excess and obsolescence based upon assumptions about future demand and market conditions, and are adjusted accordingly. If actual market conditions are less favorable than those projected, future write-downs may be required. |
Goodwill and Other Intangible Assets, Net | Goodwill and Other Intangible Assets, Net Goodwill, which is not amortized, represents the difference between the purchase price and the fair value of identifiable net assets acquired in a business combination. Goodwill is reviewed for impairment indicators throughout the year and tested for impairment annually in the fourth quarter. An entity can choose between two testing approaches: a. Step 0 or Qualitative approach - An entity may assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount, including goodwill. In evaluating whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, an entity should assess relevant events and circumstances. Examples of such events and circumstances would include pertinent macroeconomic conditions, industry and market considerations, overall financial performance and other factors. An entity has an unconditional option to bypass this qualitative assessment for any reporting unit in any period and proceed directly to performing the first step of the goodwill impairment test. An entity may resume performing the qualitative assessment in any subsequent period. b. Step 1 or Quantitative approach - The fair value of a reporting unit is calculated and compared with its carrying amount. There are several methods that may be used to estimate a reporting unit's fair value, including market quotations, asset and liability fair values and other valuation techniques, including, but not limited to, discounted projected future net earnings or net cash flows and multiples of earnings. If the fair value of a reporting unit exceeds its carrying amount, there is no indication of impairment and further testing is not required. If the carrying amount of a reporting unit exceeds its fair value, then a second step of testing is required ("Step 2"). The second step of the goodwill impairment test compares the implied fair value of the reporting unit's goodwill with the carrying amount of that goodwill. For 2017, the Company utilized a qualitative approach for all of its reporting units to assess goodwill as of its most recent assessment date, and there were no goodwill impairment charges recorded as a result of the assessment. For 2016, the Company utilized a qualitative approach for all of its reporting units, except for one reporting unit within its Diversified Industrial segment. As a result of the assessment, a goodwill impairment of $24,254 was recorded in the year ended December 31, 2016. This impairment resulted from a decline in market conditions and lower demand for certain product lines of the performance materials business. In 2015, the Company utilized a quantitative approach to assess goodwill, and recorded a goodwill impairment of approximately $19,571 in the Energy segment, resulting from the adverse effects the decline in energy prices had on the oil services industry. Other intangible assets with indefinite lives are not amortized, while other intangible assets with finite lives are amortized over their estimated useful lives. Intangible assets with finite lives are reviewed for impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable (see "Long-Lived Asset Testing" below). Intangible assets with indefinite lives, which are only within the Diversified Industrial segment, are tested for impairment at least annually, or when events or changes in circumstances indicate that it is more likely than not that the asset is impaired. Companies can use the same two testing approaches for indefinite-lived intangibles as for goodwill. For 2017, 2016, and 2015, the Company utilized a qualitative approach to assess its intangible assets with indefinite lives, and the results indicated no impairment in any of the years. |
Derivatives | Derivatives The Company uses various hedging and swap instruments to reduce the impact of changes in precious metal prices, interest costs on variable interest debt and the effect of foreign currency fluctuations. In accordance with Accounting Standards Codification ("ASC") 815, Derivatives and Hedging , these instruments are recorded as either fair value hedges, economic hedges, cash flow hedges or derivatives with no hedging designation. Precious Metals The Company's precious metal and commodity inventories are subject to market price fluctuations. The Company enters into commodity futures and forward contracts to mitigate the impact of price fluctuations on its precious and certain non-precious metal inventories that are not subject to fixed price contracts. Fair Value Hedges . The fair values of these derivatives are recognized as derivative assets and liabilities on the Company's consolidated balance sheets. The net change in fair value of the derivative assets and liabilities, and the change in the fair value of the underlying hedged inventory, are recognized in the Company's consolidated statements of operations, and such amounts principally offset each other due to the effectiveness of the hedges. The fair value hedges are associated primarily with the Company's precious metal inventory carried at fair value. Economic Hedges . As these derivatives are not designated as accounting hedges under ASC 815, they are accounted for as derivatives with no hedge designation. The derivatives are marked to market, and both realized and unrealized gains and losses are recorded in current period earnings in the Company's consolidated statements of operations. The economic hedges are associated primarily with the Company's precious metal inventory valued using the LIFO method. Interest Rate Swaps The Company has entered into interest rate swap agreements in the past in order to economically hedge a portion of its debt, which was subject to variable interest rates. As these derivatives were not designated as accounting hedges under U.S. GAAP, they are accounted for as derivatives with no hedge designation. The Company recorded the gains and losses both from the mark-to-market adjustments and net settlements in interest expense in its consolidated statements of operations as the hedges were intended to offset interest rate movements. Foreign Currency Forward Contracts API enters into foreign currency forward contracts to hedge certain of its receivables and payables denominated in other currencies. In addition, API enters into foreign currency forward contracts to hedge the value of certain of its future sales denominated in Euros and the value of its future purchases denominated in USD. These hedges have settlement dates ranging through December 2018. The forward contracts that are used to hedge the risk of foreign exchange movement on its receivables and payables are accounted for as fair value hedges under ASC 815. The fair values of these derivatives are recognized as derivative assets and liabilities on the Company's consolidated balance sheets. The net change in fair value of the derivative assets and liabilities are recognized in the Company's consolidated statements of operations. The forward contracts that are used to hedge the value of API's future sales and purchases are accounted for as cash flow hedges in accordance with ASC 815. These hedges are fully effective and accordingly, the changes in fair value are recorded in AOCI and, at maturity, any gain or loss on the forward contract is reclassified from AOCI into the Company's consolidated statements of operations. WebBank - Derivative Financial Instruments WebBank's derivative financial instruments represent on-going economic interests in loans made after they are sold. These derivatives are carried at fair value on a gross basis in Other non-current assets on the Company's consolidated balance sheet. Gains and losses resulting from changes in fair value of these derivative instruments are accounted for in the Company's consolidated statements of operations in Financial services revenue. Fair value represents the estimated amounts that WebBank would receive or pay to terminate the contracts at the reporting date based on a discounted cash flow model for the same or similar instruments. WebBank does not enter into derivative contracts for speculative or trading purposes. |
Property, Plant and Equipment, Net / Long-Lived Asset Testing | Property, Plant and Equipment, Net Property, plant and equipment is recorded at cost. Depreciation of property, plant and equipment is recorded principally on the straight line method over the estimated useful lives of the assets, which range is as follows: machinery & equipment 3 to 15 years and buildings and improvements 10 to 30 years. Leasehold improvements are amortized over the shorter of the terms of the related leases or the estimated useful lives of the improvements. Interest cost is capitalized for qualifying assets during the assets' acquisition period. Maintenance and repairs are charged to expense and renewals and betterments are capitalized. Gain or loss on dispositions is recorded in Other expense (income), net. Long-Lived Asset Testing The Company estimates the depreciable lives of property, plant and equipment, and reviews long-lived assets for impairment whenever events, or changes in circumstances, indicate the carrying amount of such assets may not be recoverable. The Company performs such assessments at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities, which is generally at the plant level, operating company level or the reporting unit level, dependent on the level of interdependencies in the Company's operations. Impairment losses are recorded on long-lived assets when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets' carrying amounts. The impairment loss is measured by comparing the fair value of the asset to its carrying amount. The Company considers various factors in determining whether an impairment test is necessary, including among other things: a significant or prolonged deterioration in operating results and projected cash flows; significant changes in the extent or manner in which assets are used; technological advances with respect to assets which would potentially render them obsolete; the Company's strategy and capital planning; and the economic climate in the markets it serves. When estimating future cash flows and if necessary, fair value, the Company makes judgments as to the expected utilization of assets and estimated future cash flows related to those assets. The Company considers historical and anticipated future results, general economic and market conditions, the impact of planned business and operational strategies and other information available at the time the estimates are made. The Company believes these estimates are reasonable; however, changes in circumstances or conditions could have a significant impact on its estimates, which might result in material impairment charges in the future. |
Business Combinations | Business Combinations When the Company acquires a business, it allocates the purchase price to the assets acquired, liabilities assumed and any noncontrolling interests based on their fair values at the acquisition date. Significant judgment may be used to determine these fair values including the use of appraisals, discounted cash flow models, market value for similar purchases, or other methods applicable to the circumstances. The assumptions and judgments made by the Company when recording business combinations will have an impact on reported results of operations in the future. |
Revenue Recognition | Revenue Recognition Diversified Industrial and Energy Segments Revenue in our Diversified Industrial and Energy segments is recognized when the title and risk of loss has passed to the customer, the service has been provided to the customer, the price is fixed or determinable and collection is reasonably assured. This condition is normally met when product has been shipped or the service performed. An allowance is provided for estimated returns and discounts based on experience. Revenue is reported net of any sales tax collected. Cash received from customers prior to shipment of goods, or otherwise not yet earned, is recorded as deferred revenue. Rental revenues are derived from the rental of certain equipment to the food industry where customers prepay for the rental period - usually 3 to 6 month periods. For prepaid rental contracts, sales revenue is recognized on a straight-line basis over the term of the contract. Service revenues are generated primarily by Steel Excel's energy and sports businesses and by the repair and maintenance work performed on equipment used at mass merchants, supermarkets and restaurants in the Diversified Industrial segment. The Company records all shipping and handling fees billed to customers as revenue, and related costs are charged principally to cost of goods sold, when incurred. The Company has also entered into rebate agreements with certain customers. These programs are typically structured to incentivize the customers to increase their annual purchases from the Company. The rebates are usually calculated as a percentage of the purchase amount, and such percentages may increase as the customer's level of purchases rise. Rebates are recorded as a reduction of net sales in the Company's consolidated statements of operations and are accounted for on an accrual basis. As of December 31, 2017 and 2016 , accrued rebates payable totaled $8,300 and $7,400 , respectively, and are included in Accrued liabilities on the Company's consolidated balance sheets. Financial Services Segment WebBank generates revenue through a combination of interest income and non-interest income. Interest income is derived from interest and fees earned on loans and investments. Interest income is accrued on the unpaid principal balance, including amortization of premiums and accretion of discounts. Loan origination fees, net of certain direct origination costs, are deferred and recognized as an adjustment of the related loan yield over the estimated life of the loan. Non-interest income is primarily derived from origination fees earned on loans, fee income on contractual lending arrangements, premiums on the sale of loans, and loan servicing fees. |
Concentration of Revenue | Concentration of Revenue No single customer accounted for 5% or more of the Company's consolidated revenues in 2017 , 2016 or 2015 . |
Fair Value Measurements | Fair Value Measurements The Company measures certain assets and liabilities at fair value (see Note 17 - "Fair Value Measurements"). 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. Fair values of assets and liabilities are determined based on a three-level measurement input hierarchy. Level 1 inputs are quoted prices in active markets for identical assets or liabilities as of the measurement date. Level 2 inputs are other than quoted market prices that are observable, either directly or indirectly, for an asset or liability. Level 2 inputs can include quoted prices in active markets for similar assets or liabilities, quoted prices in a market that is not active for identical assets or liabilities, or other inputs that can be corroborated by observable market data. Level 3 inputs are unobservable for the asset or liability when there is little, if any, market activity for the asset or liability. Level 3 inputs are based on the best information available, and may include data developed by the Company. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for stock options and restricted stock units granted to employees and non-employee directors as compensation expense, which is recognized in exchange for the services received. The compensation expense is based on the fair value of the equity instruments on the grant-date and is recognized as an expense over the service period of the recipients. |
Income Taxes | Income Taxes SPLP and certain of its subsidiaries, as limited partnerships, are generally not responsible for federal and state income taxes and their profits and losses are passed directly to their partners for inclusion in their respective income tax returns. SPLP's subsidiaries that are corporate entities are subject to federal and state income taxes and file corporate income tax returns. SPLP's subsidiaries that are subject to income taxes use the liability method of accounting for such taxes. Under the liability method, deferred tax assets and deferred tax liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and operating loss and tax credit carryforwards. Deferred tax assets and deferred tax liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and deferred tax liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Such subsidiaries evaluate the recoverability of deferred tax assets and establish a valuation allowance when it is more likely than not that some portion of the deferred tax assets will not be realized. When tax returns are filed, it is highly certain that most positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the Company's consolidated financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50% likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is provided for and reflected as a liability for unrecognized tax benefits on the Company's consolidated balance sheets, along with any associated interest and penalties that would be payable to the taxing authorities upon examination. SPLP's policy is to record estimated interest and penalties related to the underpayment of income taxes as income tax expense in its consolidated statements of operations. The Company does not release income tax effects from AOCI until the underlying asset or liability to which the income tax relates has been derecognized from the balance sheet or otherwise terminated. |
Foreign Currency Translation | Foreign Currency Translation Assets and liabilities of SPLP's foreign subsidiaries are translated at current exchange rates and related revenues and expenses are translated at average rates of exchange in effect during the year. Resulting cumulative translation adjustments are recorded as a separate component of other comprehensive income (loss). Gains and losses arising from transactions denominated in a currency other than the functional currency of the reporting entity are included in earnings. |
Legal Contingencies | Legal Contingencies The Company provides for legal contingencies when the liability is probable and the amount of the associated loss is reasonably estimable. The Company regularly monitors the progress of legal contingencies and revises the amounts recorded in the period in which a change in estimate occurs. |
Environmental Liabilities | Environmental Liabilities The Company accrues for losses associated with environmental remediation obligations when such losses are probable and reasonably estimable. Accruals for estimated losses from environmental remediation obligations generally are recognized no later than completion of the remedial feasibility study. Such accruals are adjusted as further information develops or circumstances change. Costs of future expenditures for environmental remediation obligations are not discounted to their present value. Recoveries of environmental remediation costs from other parties are recorded as assets when their receipt is deemed probable. |
New or Recently Adopted Accounting Standards | New or Recently Adopted Accounting Standards In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers (Topic 606), and has since issued several additional amendments thereto (collectively referred to herein as "ASC 606"), which became effective for the Company on January 1, 2018. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services, and the guidance defines a five-step process to achieve this core principle. ASC 606 also requires additional disclosure about the nature, amount, timing and uncertainty of revenues and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. ASC 606 may be applied either (i) retrospectively, reflecting the application of the standard in each prior reporting period presented with an election for certain specified practical expedients (retrospective method), or (ii) retrospectively with the cumulative effect of initially applying ASC 606 recognized in Partners' capital at the date of adoption, with additional disclosure requirements (modified retrospective method). The Company will adopt ASC 606 in the first quarter of 2018 using the modified retrospective method and will present the cumulative effect of applying the standard to all contracts not completed as of the adoption date. The Company has substantially completed its evaluation of the effect that the adoption of ASC 606 will have on its financial statements. The Company has determined that the primary change to its accounting policies for certain of its business units upon adopting ASC 606 will relate to the timing of when revenue is recognized. While revenue from most contracts will continue to be recognized at a point in time, revenue from other contracts (for example, contracts for sale of custom manufactured goods that do not have an alternative use and for which the Company has an enforceable right to payment) will be required to be recognized over time. For contracts that are required to be recognized over time, the Company will accelerate revenue recognition throughout the production process, whereas previously the Company did not recognize revenue until the product shipped or reached its destination, based on the transfer of risks and title. Upon adoption of ASC 606, the Company expects the net impact will be less than $500 as an increase to Partners' capital. Additionally, the ongoing impacts of ASC 606 adoption to the costs to acquire and fulfill its customer contracts are currently anticipated to be immaterial. The Company will apply the practical expedient of expensing contract costs when incurred if the amortization period of the asset that it would have recognized is one year or less. Currently, the Company's accounting policy is to expense contract costs as they are incurred. The Company is still evaluating the impacts of the adoption of ASC 606 on its financial statement disclosures. The Company will expand its consolidated financial statement disclosures to comply with ASC 606. The new standard requires a change in the presentation of the Company's sales return reserve on the balance sheet, which the Company currently records net. The new standard also requires the Company to record a refund liability and a corresponding asset for the Company's right to recover products from customers upon settling the refund liability to account for the transfer of products with a right of return. However, these changes will not have a material impact on the Company's financial condition, results of operations or cash flows, other than additional disclosure requirements. In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory, which requires an entity to measure inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The amendments do not apply to inventory that is measured using the LIFO cost method. On January 1, 2017, the Company began applying the inventory measurement provisions of the new ASU, and such provisions did not have and are not expected to have a material impact on the Company's consolidated financial statements. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments—Overall (Subtopic 825-10) , which eliminates the requirement to classify equity securities with readily determinable market values as either available-for-sale securities or trading securities, and requires that equity investments, other than those accounted for under the traditional equity method of accounting, be measured at their fair value with changes in fair value recognized in net income or loss. Equity investments that do not have readily determinable market values may be measured at cost, subject to an assessment for impairment. ASU No. 2016-01 also requires enhanced disclosures about such equity investments. ASU No. 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with early adoption prohibited. Upon adoption, a reporting entity should apply the provisions of ASU No. 2016-01 by means of a cumulative effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. ASU No. 2016-01 will also impact the Company's consolidated statement of operations for amounts related to unrealized gains and losses on available-for-sale securities, which are currently reported in the Company's consolidated statement of comprehensive income. Upon adoption of ASU 2016-01, the Company expects to have a significant cumulative effect reclassification adjustment to its balance sheet, based on the amount of the accumulated unrealized gain on available-for-sale securities in AOCI within Partners' capital as of December 31, 2017 of $91,078 , which substantially represents the expected cumulative effect adjustment. See Note 14 - "Capital and Accumulated Other Comprehensive Loss". In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . The new standard establishes a right-of-use ("ROU") model that requires a lessee to record a ROU asset and a lease liability, measured on a discounted basis, on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the statement of operations. A modified retrospective transition approach is required for capital and operating leases existing at the date of adoption, with certain practical expedients available. The Company is currently evaluating the potential impact of this new guidance, which is effective for the Company's 2019 fiscal year. In March 2016, the FASB issued ASU No. 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. This new standard simplifies the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification in the statement of cash flows, among other things. The new standard was effective for the Company's 2017 fiscal year, and the Company adopted its provisions as of January 1, 2017. The impacts of certain amendments in ASU No. 2016-09, such as those related to the treatment of tax windfalls from stock-based compensation that are included in net operating loss carryforwards and elections made for accounting for forfeitures, are required to be adopted on a modified retrospective basis through a cumulative-effect adjustment to partners' capital. Upon adoption, on January 1, 2017, the Company recorded a deferred tax asset of approximately $4,600 and a corresponding valuation allowance resulting in no net impact on Partners' capital. In addition, the Company elected to continue to estimate forfeitures under its current policy, therefore, there was no modified retrospective adjustment required for accounting for forfeitures upon adoption. The other provisions of ASU No. 2016-09, such as classification of certain items in the statement of cash flows, are being applied in 2017, with reclassification of prior period amounts where applicable. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The new standard changes the impairment model for most financial assets that are measured at amortized cost and certain other instruments, including trade receivables, from an incurred loss model to an expected loss model and adds certain new required disclosures. Under the expected loss model, entities will recognize estimated credit losses to be incurred over the entire contractual term of the instrument rather than delaying recognition of credit losses until it is probable the loss has been incurred. The new standard is effective for the Company's 2020 fiscal year with early adoption permitted for all entities in fiscal years beginning after December 15, 2018. The Company is currently evaluating the potential impact of this new guidance. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This new standard provides guidance to help decrease diversity in practice in how certain cash receipts and cash payments are classified in the statement of cash flows. The amendments in ASU No. 2016-15 provide guidance on eight specific cash flow issues. The new standard is effective for the Company's 2018 fiscal year. The Company is currently evaluating the potential impact of this new guidance. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. This new standard provides guidance on the classification of restricted cash in the statement of cash flows. The amendments in ASU No. 2016-18 are effective for the Company's 2018 fiscal year. The Company is currently evaluating the potential impact of this new guidance. In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. This new standard provides guidance to help determine more clearly what is a business acquisition, as opposed to an asset acquisition. The amendments provide a screen to help determine when a set of components is a business by reducing the number of transactions in an acquisition that need to be evaluated. The new standard states that to classify the acquisition of assets as a business, there must be an input and a substantive process that jointly contribute to the ability to create outputs, with outputs being defined as the key elements of the business. If all of the fair value of the assets acquired are concentrated in a single asset group, this would not qualify as a business. The amendments in ASU No. 2017-01 are effective for the Company's 2018 fiscal year. The Company is currently evaluating the potential impact of this new guidance. In January 2017, the FASB issued ASU No. 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment . This new standard simplifies subsequent measurements of goodwill by eliminating Step 2 from the goodwill impairment test. Instead, entities will perform their interim or annual goodwill impairment testing by comparing the fair value of a reporting unit with its carrying amount and recognizing an impairment charge based on the amount that the carrying amount exceeds the reporting unit's fair value. The loss recognized should not exceed the total goodwill allocated to the reporting unit. The amendments in ASU No. 2017-04 are effective for the Company's 2020 fiscal year. The Company is currently evaluating the potential impact of this new guidance. In March 2017, the FASB issued ASU No. 2017-07, Compensation-Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost . This new standard requires the components of net benefit cost to be disaggregated within the statement of operations, with service cost being included in the same line item as other compensation costs, and any other components being presented outside of operating income. The amendments in ASU No. 2017-07 are effective for the Company's 2018 fiscal year. The Company is currently evaluating the potential impact of this guidance, but it does not currently expect that there will be any material impact on the Company's consolidated financial statements. In May 2017, the FASB issued ASU No. 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting . This new standard provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting. The standard states that entities should account for the effects of a modification unless the fair value of the modified award is the same as the fair value of the original award, the vesting conditions do not change, and the classification as an equity instrument or a liability instrument is the same. The amendments in ASU No. 2017-09 are effective for the Company's 2018 fiscal year. The Company is currently evaluating the potential impact of this new guidance. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities . This new standard was created to refine and expand hedge accounting for both financial and commodity risk in order to simplify the current application of hedge accounting guidance in current U.S. GAAP. This new standard creates more transparency around how hedging results are presented, both in the notes and on the face of the financial statements. The amendments in ASU No. 2017-12 are effective for the Company's 2019 fiscal year. The Company is currently evaluating the potential impact of this new guidance. In February 2018, the FASB issued ASU No. 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. The new standard provides financial statement preparers with an option to reclassify stranded tax effects within AOCI to retained earnings in each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act is recorded. The amendments in ASU No. 2018-02 are effective for the Company's 2019 fiscal year. The Company is currently evaluating the potential impact of this new guidance. |
NATURE OF THE BUSINESS AND BA36
NATURE OF THE BUSINESS AND BASIS OF PRESENTATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Subsidiaries | The consolidated financial statements include the accounts of the Company and its majority or wholly-owned subsidiaries, which include the following: Ownership as of December 31, 2017 2016 BNS Holdings Liquidating Trust ("BNS Liquidating Trust") 84.9 % 84.9 % DGT Holdings Corp. ("DGT") 100.0 % 100.0 % Handy & Harman Ltd. ("HNH") (a) 100.0 % 69.9 % Steel Services Ltd ("Steel Services") 100.0 % 100.0 % Steel Excel (a) 100.0 % 64.2 % WebFinancial Holding Corporation ("WFHC") (b) 91.2 % 91.2 % (a) During 2017, the Company completed tender offers to purchase all of the outstanding shares of common stock of HNH and Steel Excel not already owned by the Company or any of its affiliates. As a result, the Company owns 100% of the stock of HNH and Steel Excel as of December 31, 2017. See Note 14 - "Capital and Accumulated Other Comprehensive Loss" for additional information. (b) WFHC owns 100% of WebBank and 100% of WebFinancial Holding LLC ("WFH LLC") (formerly known as CoSine Communications, Inc. ("CoSine")), which operates through its subsidiary API Group plc ("API"). |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Acquisition [Line Items] | |
Business Acquisition, Pro Forma Information | Unaudited pro forma revenue and net income from continuing operations attributable to common unitholders of the combined entities is presented below as if JPS and API had both been acquired January 1, 2014, and SLI and EME had both been acquired January 1, 2015. Year Ended December 31, 2016 2015 Revenue $ 1,296,850 $ 1,357,820 Net income from continuing operations attributable to common unitholders 1,211 70,308 Net income from continuing operations per common unit - basic 0.12 2.96 Net income from continuing operations per common unit - diluted 0.12 2.95 |
Electromagnetic Enterprise (EME) | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the amounts of the assets acquired and liabilities assumed at the acquisition date: Amount Assets: Trade and other receivables $ 4,249 Inventories 3,047 Prepaid expenses and other current assets 265 Property, plant and equipment 2,321 Goodwill 30,994 Other intangible assets 28,370 Total assets acquired 69,246 Liabilities: Accounts payable 6,036 Accrued liabilities 2,881 Total liabilities assumed 8,917 Net assets acquired $ 60,329 |
SLI | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the amounts of the assets acquired and liabilities assumed at the acquisition date: Amount Assets: Cash and cash equivalents $ 4,985 Trade and other receivables 32,680 Inventories 24,295 Prepaid expenses and other current assets 8,258 Property, plant and equipment 23,950 Goodwill 54,231 Other intangible assets 92,326 Other non-current assets 257 Total assets acquired 240,982 Liabilities: Accounts payable 18,433 Accrued liabilities 21,306 Long-term debt 9,500 Deferred tax liabilities 23,567 Other non-current liabilities 6,191 Total liabilities assumed 78,997 Net assets acquired $ 161,985 |
JPS Industries, Inc. | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the assets acquired and liabilities assumed at the acquisition date: Amount Assets: Cash and cash equivalents $ 22 Trade and other receivables 21,201 Inventories 27,126 Prepaid expenses and other current assets 4,961 Property, plant and equipment 45,384 Goodwill 32,162 Other intangible assets 9,120 Deferred tax assets 19,788 Other non-current assets 3,112 Total assets acquired 162,876 Liabilities: Accounts payable 10,674 Accrued liabilities 5,838 Long-term debt 1,500 Accrued pension liabilities 30,367 Other non-current liabilities 4 Total liabilities assumed 48,383 Net assets acquired $ 114,493 |
CoSine | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary estimates of the fair values of the assets acquired and liabilities assumed as of the CoSine Acquisition Date as well as the fair value of the noncontrolling interest in CoSine: Amount Assets: Cash and cash equivalents $ 17,614 Prepaid expenses and other current assets 7 Long-term investments 54,228 Goodwill 8,295 Total assets acquired 80,144 Liabilities: Accounts payable 280 Accrued liabilities 783 Total liabilities assumed 1,063 Fair value of noncontrolling interest 12,842 Net assets acquired $ 66,239 |
API Group PLC | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the fair values of the assets acquired and liabilities assumed as of the API Acquisition Date: Amount Assets: Cash and cash equivalents $ 5,424 Trade and other receivables 24,160 Inventories 22,900 Prepaid expenses and other current assets 4,838 Property, plant and equipment 42,238 Goodwill 14,456 Other intangible assets 22,749 Other non-current assets 4,816 Total assets acquired 141,581 Liabilities: Accounts payable 24,556 Accrued liabilities 7,028 Short-term debt 2,104 Long-term debt 22,784 Accrued pension liabilities 11,791 Deferred tax liabilities 2,591 Total liabilities assumed 70,854 Net assets acquired $ 70,727 |
DIVESTITURES AND ASSET IMPAIR38
DIVESTITURES AND ASSET IMPAIRMENT CHARGES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Results of Discontinued Operations | Year Ended December 31, 2015 Total revenue $ 5,952 Net income from operations 565 Net loss from operations after taxes and noncontrolling interests (1,111 ) Gain on sale of discontinued operations after taxes and noncontrolling interests 56,659 |
LOANS RECEIVABLE, INCLUDING L39
LOANS RECEIVABLE, INCLUDING LOANS HELD FOR SALE (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Loans Receivable Including Held For Sale | Major classification of WebBank's loans receivable, including loans held for sale at December 31, 2017 and 2016 are as follows: Total Current Non-current December 31, 2017 % December 31, 2016 % December 31, 2017 December 31, 2016 December 31, 2017 December 31, 2016 Loans held for sale $ 136,773 $ 80,692 $ 136,773 $ 80,692 $ — $ — Commercial real estate loans $ 568 1 % $ 870 1 % 20 43 548 $ 827 Commercial and industrial 84,726 61 % 50,564 68 % 28,315 3,059 56,411 47,505 Consumer loans 53,238 38 % 22,805 31 % 22,371 8,949 30,867 13,856 Total loans 138,532 100 % 74,239 100 % 50,706 12,051 87,826 62,188 Less: Allowance for loan losses (5,237 ) (1,483 ) (5,237 ) (1,483 ) — — Total loans receivable, net $ 133,295 $ 72,756 45,469 10,568 87,826 62,188 Loans receivable, including loans held for sale (a) $ 182,242 $ 91,260 $ 87,826 $ 62,188 (a) The carrying value is considered to be representative of fair value because the rates of interest are not significantly different from market interest rates for instruments with similar maturities. The fair value of loans receivable, including loans held for sale, net was $270,068 and $153,488 at December 31, 2017 and 2016 , respectively. |
Allowance for Loan and Lease Losses | Changes in the ALLL are summarized as follows: Commercial Real Estate Loans Commercial & Industrial Consumer Loans Total December 31, 2014 $ 76 $ 481 $ — $ 557 Charge-offs — — — — Recoveries 69 54 — 123 Provision (97 ) 47 — (50 ) December 31, 2015 48 582 — 630 Charge-offs — — — — Recoveries 49 30 — 79 Provision (68 ) 268 574 774 December 31, 2016 29 880 574 1,483 Charge-offs — (933 ) (1,214 ) (2,147 ) Recoveries 17 142 103 262 Provision (33 ) 2,711 2,961 5,639 December 31, 2017 $ 13 $ 2,800 $ 2,424 $ 5,237 The ALLL and outstanding loan balances according to the Company's impairment method are summarized as follows: December 31, 2017 Commercial Real Estate Loans Commercial & Industrial Consumer Loans Total Allowance for loan losses: Individually evaluated for impairment $ 1 $ 38 $ 39 Collectively evaluated for impairment 12 2,762 2,424 5,198 Total $ 13 $ 2,800 $ 2,424 $ 5,237 Outstanding loan balances: Individually evaluated for impairment $ 16 $ 41 $ — $ 57 Collectively evaluated for impairment 552 84,685 53,238 138,475 Total $ 568 $ 84,726 $ 53,238 $ 138,532 December 31, 2016 Commercial Real Estate Loans Commercial & Industrial Consumer Loans Total Allowance for loan losses: Individually evaluated for impairment $ 7 $ 46 $ — $ 53 Collectively evaluated for impairment 22 834 574 1,430 Total $ 29 $ 880 $ 574 $ 1,483 Outstanding loan balances: Individually evaluated for impairment $ 17 $ 54 $ — $ 71 Collectively evaluated for impairment 853 50,510 22,805 74,168 Total $ 870 $ 50,564 $ 22,805 $ 74,239 |
Past Due Loans (Accruing and Nonaccruing) | Past due loans (accruing and nonaccruing) are summarized as follows: December 31, 2017 Current 30-89 Days 90+ Days Total Total Loans Recorded Nonaccrual (a) Commercial real estate loans $ 568 $ — $ — $ — $ 568 $ — $ — Commercial and industrial 81,101 1,074 2,551 3,625 84,726 2,551 — Consumer loans 52,521 610 107 717 53,238 107 — Total loans $ 134,190 $ 1,684 $ 2,658 $ 4,342 $ 138,532 $ 2,658 $ — (a) Represents nonaccrual loans that are not past due more than 30 days; however, full payment of principal and interest is still not expected. December 31, 2016 Current 30-89 Days 90+ Days Total Total Loans Recorded Nonaccrual (b) Commercial real estate loans $ 870 $ — $ — $ — $ 870 $ — $ — Commercial and industrial 50,564 — — — 50,564 — — Consumer loans 22,745 57 3 60 22,805 3 — Total loans $ 74,179 $ 57 $ 3 $ 60 $ 74,239 $ 3 $ — (b) Represents nonaccrual loans that are not past due more than 30 days; however, full payment of principal and interest is still not expected. |
Outstanding Loans (Accruing and Nonaccruing) | Outstanding loan balances (accruing and nonaccruing) categorized by these credit quality indicators are summarized as follows: December 31, 2017 Non - Graded Pass Special Sub- Doubtful Total Loans Commercial real estate loans $ — $ 552 $ — $ 16 $ — $ 568 Commercial and industrial 25,082 56,286 3,317 41 — 84,726 Consumer loans 53,238 — — — — 53,238 Total loans $ 78,320 $ 56,838 $ 3,317 $ 57 $ — $ 138,532 December 31, 2016 Non - Graded Pass Special Sub- Doubtful Total Loans Commercial real estate loans $ — $ 853 $ — $ 17 $ — $ 870 Commercial and industrial — 45,931 4,579 54 — 50,564 Consumer loans 22,805 — — — — 22,805 Total loans $ 22,805 $ 46,784 $ 4,579 $ 71 $ — $ 74,239 |
Impaired Loans | Information on impaired loans is summarized as follows: Recorded Investment December 31, 2017 Unpaid Principal With No With Total Recorded Related Average Recorded Commercial real estate loans $ 16 $ — $ 16 $ 16 $ 1 $ 16 Commercial and industrial 41 3 38 41 38 14 Total loans $ 57 $ 3 $ 54 $ 57 $ 39 $ 30 Recorded investment December 31, 2016 Unpaid Principal With No With Total Recorded Related Average Recorded Commercial real estate loans $ 17 $ — $ 17 $ 17 $ 7 $ 655 Commercial and industrial 54 8 46 54 46 3,274 Total loans $ 71 $ 8 $ 63 $ 71 $ 53 $ 3,929 |
INVENTORIES, NET (Tables)
INVENTORIES, NET (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | A summary of inventories, net is as follows: December 31, 2017 December 31, 2016 Finished products $ 49,053 $ 42,824 In-process 25,037 19,160 Raw materials 53,015 42,881 Fine and fabricated precious metal in various stages of completion 16,757 15,019 143,862 119,884 LIFO reserve (1,227 ) (679 ) Total $ 142,635 $ 119,205 |
Inventory Supplemental Disclosure | December 31, 2017 December 31, 2016 Supplemental inventory information: Precious metals stated at LIFO cost $ 4,897 $ 5,001 Precious metals stated under non-LIFO cost methods, primarily at fair value 10,633 9,339 Market value per ounce: Silver 17.01 16.05 Gold 1,296.50 1,159.10 Palladium 1,056.00 676.00 |
GOODWILL AND OTHER INTANGIBLE41
GOODWILL AND OTHER INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Reconciliation of the change in the carrying value of goodwill | A reconciliation of the change in the carrying value of goodwill is as follows: Diversified Industrial Energy Corporate and Other Total Balance at December 31, 2016: Gross goodwill $ 191,596 $ 64,790 $ 81 $ 256,467 Accumulated impairments (24,254 ) (64,790 ) — (89,044 ) Net goodwill 167,342 — 81 167,423 Acquisitions (a) — 758 — 758 Currency translation adjustment 1,504 — — 1,504 Other adjustments 430 — — 430 Balance at December 31, 2017: Gross goodwill 193,530 65,548 81 259,159 Accumulated impairments (24,254 ) (64,790 ) — (89,044 ) Net goodwill $ 169,276 $ 758 $ 81 $ 170,115 (a) Goodwill from acquisitions relates to the Basin acquisition. For additional information, see Note 3 - "Acquisitions." Diversified Industrial Energy Corporate and Other Total Balance at December 31, 2015: Gross goodwill $ 101,772 $ 64,790 $ 81 $ 166,643 Accumulated impairments — (64,790 ) — (64,790 ) Net goodwill 101,772 — 81 101,853 Acquisitions (b) 92,177 — — 92,177 Impairment (24,254 ) — — (24,254 ) Currency translation adjustment (2,508 ) — — (2,508 ) Other adjustments 155 — — 155 Balance at December 31, 2016: Gross goodwill 191,596 64,790 81 256,467 Accumulated impairments (24,254 ) (64,790 ) — (89,044 ) Net goodwill $ 167,342 $ — $ 81 $ 167,423 (b) Goodwill from acquisitions relates to HNH's acquisition of SLI and SLI's acquisition of EME, as well as API's acquisitions of Hazen and AMP. For additional information, see Note 3 - "Acquisitions." |
Summary of Intangible Assets | A summary of other intangible assets is as follows: December 31, 2017 December 31, 2016 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Customer relationships $ 222,277 $ 80,952 $ 141,325 $ 220,890 $ 57,978 $ 162,912 Trademarks, trade names and brand names 52,356 14,996 37,360 51,717 11,682 40,035 Developed technology, patents and patent applications 28,239 11,756 16,483 27,947 9,332 18,615 Other 16,131 11,982 4,149 16,652 11,002 5,650 Total $ 319,003 $ 119,686 $ 199,317 $ 317,206 $ 89,994 $ 227,212 |
Schedule of Expected Amortization Expense | The estimated amortization expense for each of the five succeeding years and thereafter is as follows: Customer Relationships Trademarks, Trade Names and Brand Names Developed Technology, Patents and Patent Applications Other Total 2018 $ 20,730 $ 2,808 $ 2,410 $ 805 $ 26,753 2019 17,241 2,484 2,410 760 22,895 2020 16,125 2,484 1,998 730 21,337 2021 14,523 2,484 1,878 723 19,608 2022 11,242 2,478 1,849 209 15,778 Thereafter 61,464 16,602 5,938 922 84,926 Total $ 141,325 $ 29,340 $ 16,483 $ 4,149 $ 191,297 |
PROPERTY, PLANT AND EQUIPMENT42
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | A summary of property, plant and equipment, net is as follows: December 31, 2017 December 31, 2016 Land $ 18,674 $ 16,859 Buildings and improvements 74,662 71,154 Machinery, equipment and other 352,276 302,658 Construction in progress 17,178 22,936 462,790 413,607 Accumulated depreciation (190,799 ) (152,195 ) Property, plant and equipment, net $ 271,991 $ 261,412 |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | The Company's portfolio of marketable securities at December 31, 2017 and 2016 was as follows: December 31, 2017 December 31, 2016 Cost Gross Unrealized Gains Gross Unrealized Losses Fair value Cost Gross Unrealized Gains Gross Unrealized Losses Fair value Available-for-sale securities Short-term deposits $ 35,834 $ — $ — $ 35,834 $ 73,270 $ — $ — $ 73,270 Mutual funds 12,077 4,675 — 16,752 11,997 2,279 — 14,276 Corporate securities 32,311 11,893 (2,643 ) 41,561 17,516 4,586 (586 ) 21,516 Corporate obligations — — — — 17,232 734 (108 ) 17,858 Total marketable securities 80,222 16,568 (2,643 ) 94,147 120,015 7,599 (694 ) 126,920 Amounts classified as cash equivalents (35,834 ) — — (35,834 ) (73,270 ) — — (73,270 ) Amounts classified as marketable securities $ 44,388 $ 16,568 $ (2,643 ) $ 58,313 $ 46,745 $ 7,599 $ (694 ) $ 53,650 |
Realized Gain (Loss) on Investments | Gross realized gains and losses from sales of marketable securities, all of which are reported as a component of Other income, net in the Company's consolidated statements of operations, were as follows: Year Ended December 31, 2017 2016 2015 Gross realized gains $ 637 $ 4,771 $ 12,053 Gross realized losses (545 ) (1,483 ) (6,806 ) Realized gains, net $ 92 $ 3,288 $ 5,247 |
Schedule of Unrealized Loss on Investments | The fair value of the Company's marketable securities with unrealized losses at December 31, 2017 , and the duration of time that such losses had been unrealized, were as follows: Less than 12 Months 12 Months or Greater Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate securities $ 5,801 $ (2,558 ) $ 398 $ (85 ) $ 6,199 $ (2,643 ) Total $ 5,801 $ (2,558 ) $ 398 $ (85 ) $ 6,199 $ (2,643 ) The fair value of the Company's marketable securities with unrealized losses at December 31, 2016 , and the duration of time that such losses had been unrealized, were as follows: Less than 12 Months 12 Months or Greater Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate securities $ 2,316 $ (384 ) $ 662 $ (202 ) $ 2,978 $ (586 ) Corporate obligations 12,481 (108 ) — — 12,481 (108 ) Total $ 14,797 $ (492 ) $ 662 $ (202 ) $ 15,459 $ (694 ) |
Schedule of Long-Term Investments | The following table summarizes the Company's long-term investments as of December 31, 2017 and 2016 . All equity-method investment income and losses, as well as income from other investments where the fair value option has been elected, is recorded in (Income) loss of associated companies and other investments held at fair value, net of taxes in the Company's consolidated statements of operations. Ownership % Long-Term Investments Balance (Income) Loss Recorded in Statements of Operations December 31, December 31, Year Ended December 31, 2017 2016 2017 2016 2017 2016 2015 Corporate securities (a) $ 131,307 $ 75,608 $ — $ — $ (4,449 ) Steel Connect ("STCN") convertible notes (b) 10,387 4,350 (614 ) (870 ) — STCN preferred stock (c) 35,000 — — — — STCN warrants — 19 19 524 $ 1,656 Equity method investments: Carried at fair value: STCN common stock 30.4 % 32.9 % 45,275 26,547 (15,700 ) 13,575 16,743 Aviat Networks, Inc. ("Aviat") 12.7 % 12.7 % 10,168 9,269 (899 ) (3,094 ) 4,682 Other 43.8 % 43.8 % 1,223 1,223 — 708 232 SL Industries, Inc. (d) 100.0 % 100.0 % — — — (8,078 ) 7,083 JPS Industries, Inc. (d) 100.0 % 100.0 % — — — — (5,831 ) API Technologies Corp. ("API Tech") — % — % — — — (7,089 ) 8,576 Other investments at fair value - related party (e) — — — — (361 ) Long-term investments carried at fair value 233,360 117,016 Carried at cost: Other equity method investments carried at cost (f) 2,784 3,050 306 239 3,446 Total $ 236,144 $ 120,066 $ (16,888 ) $ (4,085 ) $ 31,777 (a) Represents available-for-sale securities at December 31, 2017 and 2016. Cost basis totaled $12,250 at both December 31, 2017 and 2016 and gross unrealized gains totaled $119,057 and $63,358 at December 31, 2017 and 2016 , respectively. The year ended December 31, 2015 includes income from available-for-sale securities for which the fair value option was elected. (b) Represents investment in STCN convertible notes. Cost basis totaled $8,903 and $3,480 at December 31, 2017 and 2016 , respectively, and gross unrealized gains totaled $1,484 and $870 at December 31, 2017 and 2016 , respectively. Changes in fair value are recorded in the Company's consolidated statements of operations as the Company elected the fair value option to account for this investment. (c) Represents investment in STCN preferred stock. On December 15, 2017, the Company entered into a Preferred Stock Purchase Agreement pursuant to which STCN issued Series C convertible voting preferred stock for an aggregate purchase consideration of $35,000 . Each share of preferred stock can be converted into shares of STCN's common stock at an initial conversion price equal to $1.96 per share, subject to appropriate adjustments for any stock dividend, stock split, stock combination, reclassification or similar transaction, among other things. The convertible preferred shares, if converted as of December 31, 2017, when combined with the common shares owned by the Company, would result in the Company having a direct interest of approximately 46% of STCN's outstanding shares. (d) SL Industries, Inc. was acquired during 2016. JPS Industries, Inc. was acquired during 2015. Prior to these dates, each was accounted for as a long-term investment of the Company. (e) Represents income from the SPII liquidating trusts, which were all fully liquidated by December 31, 2015. (f) Represents Steel Excel's investment in iGo, Inc. ("iGo") of 45.0% and a 50% investment in API Optix s.r.o ("API Optix"), a joint venture investment held by API. For 2015, amounts recorded in the Company's consolidated statements of operations also include equity method income or loss from WFH LLC (formerly CoSine). |
Schedule of Additional Disclosures of Associated Companies | The below summary balance sheet and income statement amounts include results for associated companies for the periods in which they were accounted for as an associated company, or the nearest practicable twelve-month period corresponding to the Company's fiscal year. December 31, 2017 2016 Summary of balance sheet amounts: Current assets $ 257,846 $ 317,014 Non-current assets 23,452 28,169 Total assets $ 281,298 $ 345,183 Current liabilities $ 149,155 $ 200,966 Non-current liabilities 69,172 67,483 Total liabilities 218,327 268,449 Equity 62,971 76,734 Total liabilities and equity $ 281,298 $ 345,183 Year Ended December 31, 2017 2016 2015 Summary income statement amounts: Revenue $ 436,620 $ 541,540 $ 780,040 Gross profit 36,365 43,589 119,148 Loss from continuing operations (24,409 ) (48,801 ) (20,471 ) Net loss after noncontrolling interests (25,827 ) (50,007 ) (16,371 ) |
DEPOSITS (Tables)
DEPOSITS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Banking and Thrift [Abstract] | |
Summary of WebBank Deposits | A summary of WebBank deposits is as follows: December 31, 2017 December 31, 2016 Time deposits year of maturity: 2017 $ — $ 105,155 2018 191,528 110,812 2019 115,819 57,848 2020 89,974 — Total time deposits 397,321 273,815 Money market deposits 113,679 91,790 Total deposits (a) $ 511,000 $ 365,605 Current $ 305,207 $ 196,944 Long-term 205,793 168,661 Total deposits $ 511,000 $ 365,605 (a) All time deposits accounts are under $250 . The carrying value is considered to be representative of fair value because the rates of interest are not significantly different from market interest rates for instruments with similar maturities. The fair value of Deposits was $511,473 and $365,178 at December 31, 2017 and 2016 , respectively. |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Debt consists of the following: December 31, 2017 December 31, 2016 Short term debt: API - foreign $ 913 $ 832 HNH - foreign 711 553 Short-term debt 1,624 1,385 Long-term debt: SPLP revolving facility 406,981 58,651 HNH revolving facilities — 267,224 HNH other debt - domestic 6,062 6,493 HNH foreign loan facilities — 1,019 Steel Excel term loan, net of unamortized debt issuance costs — 36,195 API term loans — 11,142 API revolving facilities — 12,330 Subtotal 413,043 393,054 Less portion due within one year 459 62,928 Long-term debt 412,584 330,126 Total debt $ 414,667 $ 394,439 |
Schedule of Maturities of Long-term Debt | Long-term debt as of December 31, 2017 matures in each of the next five years as follows: Total 2018 2019 2020 2021 2022 Thereafter Long-term debt $ 413,043 $ 459 $ 459 $ 3,973 $ 101 $ 408,051 $ — |
FINANCIAL INSTRUMENTS (Tables)
FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Derivative and Other Financial Instrument [Abstract] | |
Change in Financial Instrument Balance | Activity is summarized below for financial instrument liabilities and related restricted cash: Year Ended December 31, 2017 2016 Balance, beginning of period $ 12,640 $ 21,639 Settlement of short sales of corporate securities (94 ) (9,229 ) Short sales of corporate securities 165 170 Net investment losses 2,918 60 Balance of financial instrument liabilities and related restricted cash, end of period $ 15,629 $ 12,640 |
Schedule of Outstanding Forward or Future Contracts with Settlement Dates | As of December 31, 2017 , the Company had the following outstanding forward contracts with settlement dates ranging through January 2018 . There were no futures contracts outstanding at December 31, 2017 . Commodity Amount Notional Value Silver 137,157 ounces $ 2,294 Gold 800 ounces $ 1,032 Copper 275,000 pounds $ 858 Tin 25 metric tons $ 482 |
Schedule of Derivative Instruments on the Balance Sheets and the Effect of Derivative Instruments in the Statements of Operations | The fair value and carrying amount of derivative instruments on the Company's consolidated balance sheets and the effect of derivative instruments in the Company's consolidated statements of operations is shown in the tables below: December 31, Derivative Balance Sheet Location 2017 2016 Commodity contracts (a), (b) Accrued liabilities $ (49 ) $ (111 ) Commodity contracts (c) (Accrued liabilities)/Prepaid expenses and other current assets (78 ) 3 Foreign exchange forward contracts (a), (d) Prepaid expenses and other current assets/(Accrued liabilities)/ 166 (872 ) Foreign exchange forward contracts (a), (b) Accrued liabilities (188 ) (76 ) Economic interest in loans (c) Other non-current assets 13,126 6,162 Call options Other current liabilities (258 ) — Put options Prepaid expenses and other current assets 3 — Total derivatives $ 12,722 $ 5,106 Year Ended December 31, 2017 2016 2015 Derivative Statements of Operations Location Gain (Loss) Gain (Loss) Gain (Loss) Commodity contracts (a), (b) Cost of goods sold $ (435 ) $ (1,520 ) $ 1,467 Commodity contracts (c) Cost of goods sold (61 ) (257 ) 246 Commodity contracts (c) Realized and unrealized (loss) gain on derivatives (145 ) 148 588 Interest rate swap agreements (c) Interest expense — — (77 ) Foreign exchange forward contracts (a), (d) Revenue/Cost of goods sold (1,357 ) (1,404 ) 2,063 Foreign exchange forward contracts (a), b) Other (expenses) income, net (339 ) (700 ) 21 Economic interest in loans (c) Revenue 8,902 7,148 — Call options Other expenses, net (28 ) — — Put options Other expenses, net (780 ) — — Total derivatives $ 5,757 $ 3,415 $ 4,308 (a) Designated as hedging instruments. (b) Fair value hedge. (c) Economic hedge. (d) Cash flow hedge |
PENSION AND OTHER POST-RETIRE47
PENSION AND OTHER POST-RETIREMENT BENEFITS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Defined Benefit Plan [Abstract] | |
Schedule of Net Benefit Costs | The following table presents the components of pension expense and other post-retirement benefit (income) expense for the HNH and API benefit plans: Pension Benefits Other Post-Retirement Benefits 2017 2016 2015 2017 2016 2015 Service cost $ — $ — $ 54 $ — $ — $ — Interest cost 21,910 23,438 24,870 33 35 46 Expected return on plan assets (25,969 ) (29,356 ) (29,253 ) — — — Amortization of prior service cost — — — (103 ) (103 ) (103 ) Amortization of actuarial loss 9,228 8,320 6,229 48 47 37 Settlement/Curtailment — 14 — — — — Total $ 5,169 $ 2,416 $ 1,900 $ (22 ) $ (21 ) $ (20 ) |
Schedule of Assumptions Used | Actuarial assumptions used to develop the components of pension expense and other post-retirement benefit (income) expense were as follows: Pension Benefits Other Post-Retirement Benefits 2017 2016 2015 2017 2016 2015 Discount rates: WHX Pension Plan 3.84 % 4.01 % 3.70 % N/A N/A N/A WHX Pension Plan II 3.64 % — % — % N/A N/A N/A JPS Pension Plan 3.81 % 3.93 % 4.00 % N/A N/A N/A API Pension Plan 2.65 % 3.80 % 3.70 % N/A N/A N/A Other post-retirement benefit plans N/A N/A N/A 3.74 % 3.89 % 3.55 % HNH expected return on assets 6.50 % 7.00 % 7.00 % N/A N/A N/A API expected return on assets 3.87 % 4.84 % 4.61 % N/A N/A N/A Rate of compensation increase N/A N/A N/A N/A N/A N/A Health care cost trend rate - initial N/A N/A N/A 6.25 % 6.50 % 6.75 % Health care cost trend rate - ultimate N/A N/A N/A 5.00 % 5.00 % 5.00 % Year ultimate reached N/A N/A N/A 2022 2022 2022 The weighted average assumptions used in the valuations at December 31 were as follows: Pension Benefits Other Post-Retirement Benefits 2017 2016 2017 2016 Discount rates: WHX Pension Plan 3.45 % 3.84 % N/A N/A WHX Pension Plan II 3.33 % 3.64 % N/A N/A JPS Pension Plan 3.40 % 3.81 % N/A N/A API Pension Plan 2.50 % 2.65 % N/A N/A Other post-retirement benefit plans N/A N/A 3.39 % 3.74 % Health care cost trend rate - initial N/A N/A 6.50 % 6.25 % Health care cost trend rate - ultimate N/A N/A 5.00 % 5.00 % Year ultimate reached N/A N/A 2024 2022 |
Schedule of Net Funded Status | Summarized below is a reconciliation of the funded status for HNH's and API's qualified defined benefit pension plans and other post-retirement benefit plan: HNH Plans API Plan Pension Benefits Pension Benefits Other Post-Retirement Benefits 2017 2016 2017 2016 2017 2016 Change in benefit obligation: Benefit obligation at January 1 $ 597,405 $ 613,394 $ 136,564 $ 139,039 $ 1,152 $ 1,213 Interest cost 18,183 18,507 3,730 4,763 33 35 Actuarial loss (gain) 27,324 7,970 4,204 26,058 (107 ) (3 ) Participant contributions — — — — — 2 Benefits paid (41,718 ) (42,466 ) (5,338 ) (6,812 ) (75 ) (95 ) Impact of foreign exchange rate — — 12,846 (26,484 ) — — Benefit obligation at December 31 $ 601,194 $ 597,405 $ 152,006 $ 136,564 $ 1,003 $ 1,152 Change in plan assets: Fair value of plan assets at January 1 $ 331,872 $ 347,921 $ 118,327 $ 129,235 $ — $ — Actual returns on plan assets 24,239 9,903 15,261 18,540 — — Participant contributions — — — — — 2 Benefits paid (41,718 ) (42,466 ) (5,338 ) (6,797 ) (75 ) (95 ) Company contributions 35,426 16,514 901 959 75 93 Impact of foreign exchange rate — — 11,483 (23,610 ) — — Fair value of plan assets at December 31 349,819 331,872 140,634 118,327 — — Funded status $ (251,375 ) $ (265,533 ) $ (11,372 ) $ (18,237 ) $ (1,003 ) $ (1,152 ) Accumulated benefit obligation ("ABO") for qualified defined benefit pension plans: ABO at January 1 $ 597,405 $ 613,394 $ 136,564 $ 139,039 $ 1,152 $ 1,213 ABO at December 31 $ 601,194 $ 597,405 $ 152,006 $ 136,564 $ 1,003 $ 1,152 Amounts recognized on the consolidated balance sheets: Current liability $ — $ — $ — $ — $ (105 ) $ (107 ) Non-current liability (251,375 ) (265,533 ) (11,372 ) (18,237 ) (898 ) (1,045 ) Total $ (251,375 ) $ (265,533 ) $ (11,372 ) $ (18,237 ) $ (1,003 ) $ (1,152 ) |
Schedule of Amounts Recognized in Accumulated Other Comprehensive Loss | Other pretax changes in plan assets and benefit obligations recognized in comprehensive (loss) income are as follows: HNH Plans API Plan Pension Benefits Pension Benefits Other Post-Retirement Benefits 2017 2016 2015 2017 2016 2015 2017 2016 2015 Current year actuarial (loss) gain $ (24,333 ) $ (21,517 ) $ (48,505 ) $ 6,339 $ (13,156 ) $ (903 ) $ 107 $ 3 $ (159 ) Amortization of actuarial loss 9,228 8,320 6,229 — — — 48 47 37 Amortization of prior service credit — — — — — — (103 ) (103 ) (103 ) Total recognized in comprehensive (loss) income $ (15,105 ) $ (13,197 ) $ (42,276 ) $ 6,339 $ (13,156 ) $ (903 ) $ 52 $ (53 ) $ (225 ) Pretax amounts included in Accumulated other comprehensive loss at December 31, 2017 and 2016 were as follows: HNH Plans API Plan Pension Benefits Pension Benefits Other Post-Retirement Benefits 2017 2016 2017 2016 2017 2016 Prior service credit $ — $ — $ — $ — $ (1,093 ) $ (1,196 ) Net actuarial loss 254,599 239,493 7,083 12,514 615 770 Accumulated other comprehensive loss (income) $ 254,599 $ 239,493 $ 7,083 $ 12,514 $ (478 ) $ (426 ) Additional information for the plans with accumulated benefit obligations in excess of plan assets: HNH Plans API Plan Pension Benefits Pension Benefits Other Post-Retirement Benefits 2017 2016 2017 2016 2017 2016 Projected benefit obligation $ 601,194 $ 597,405 $ 152,006 $ 136,564 $ 1,003 $ 1,152 Accumulated benefit obligation $ 601,194 $ 597,405 $ 152,006 $ 136,564 $ 1,003 $ 1,152 Fair value of plan assets $ 349,819 $ 331,872 $ 140,634 $ 118,327 $ — $ — |
Schedule of Allocation of Plan Assets | The fair value of pension investments is defined by reference to one of three categories (Level 1, Level 2 or Level 3) based on the reliability of inputs, as such terms are defined in Note 2 - "Summary of Significant Accounting Policies." HNH's pension plans assets at December 31, 2017 and 2016 , by asset category, are as follows: Fair Value Measurements as of December 31, 2017: Assets at Fair Value as of December 31, 2017 Asset Class Level 1 Level 2 Level 3 Total Equity securities: U.S. mid-cap $ 28,715 $ — $ — $ 28,715 U.S. large-cap 66,076 — — 66,076 U.S. small-cap 3,214 — — 3,214 International large-cap 1,188 — — 1,188 Fixed income securities 2,217 — — 2,217 Mortgage backed securities — 10,682 — 10,682 U.S. Government debt securities — 14,001 — 14,001 Corporate bonds and loans — 35,033 — 35,033 Convertible promissory notes — — 4,202 4,202 Stock warrants — — 193 193 Private company common stock — — 1,050 1,050 Subtotal $ 101,410 $ 59,716 $ 5,445 166,571 Pension assets measured at net asset value (1) Hedge funds: (2) Equity long/short 45,147 Event driven 49,757 Value driven 19,960 Private equity - asset based lending - maritime (3) 8,466 Funds of funds - long-term capital growth (4) 12,517 Common trust funds: (2) Other 3 Insurance separate account (5) 15,009 Total pension assets measured at net asset value 150,859 Cash and cash equivalents 28,397 Net receivables 3,992 Total pension assets $ 349,819 Fair Value Measurements as of December 31, 2016: Assets at Fair Value as of December 31, 2016 Asset Class Level 1 Level 2 Level 3 Total Equity securities: U.S. mid-cap $ 22,560 $ — $ — $ 22,560 U.S. large-cap 34,256 — — 34,256 Convertible promissory notes — — 3,500 3,500 Stock warrants — — 875 875 Subtotal $ 56,816 $ — $ 4,375 61,191 Pension assets measured at net asset value (1) Hedge funds: (2) Equity long/short 6,832 Event driven 47,771 Value driven 17,648 Funds of funds - long-term capital growth (4) 8,325 Common trust funds: (2) Other 78 Insurance separate account (5) 14,391 Total pension assets measured at net asset value 95,045 Cash and cash equivalents 175,435 Net receivables 201 Total pension assets $ 331,872 (1) Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy. (2) Hedge funds and common trust funds are comprised of shares or units in commingled funds that may not be publicly traded. The underlying assets in these funds are primarily publicly traded equity securities and fixed income securities. (3) The limited partnership is a direct lending private debt fund which serves as an alternative source of liquidity for the shipping industry. (4) The limited partnership operates as a fund of funds. The underlying assets in this fund are generally expected to be illiquid. The limited partnership's investment strategy is to seek above-average rates of return and long-term capital growth by investing in a broad range of investments, including, but not limited to, global distressed corporate securities, activist equities, value equities, post-reorganizational equities, municipal bonds, high yield bonds, leveraged loans, unsecured debt, collateralized debt obligations, mortgage-backed securities, commercial mortgage-backed securities, direct lending and sovereign debt. (5) The JPS Pension Plan holds a deposit administration group annuity contract with an immediate participation guarantee from Transamerica Life Insurance Company ("TFLIC"). The TFLIC contract unconditionally guarantees benefits to certain salaried JPS Pension Plan participants earned through June 30, 1984 in the pension plan of a predecessor employer. The assets deposited under the contract are held in a separate custodial account ("TFLIC Assets"). If the TFLIC Assets decrease to the level of the trigger point (as defined in the contract), which represents the guaranteed benefit obligation representing the accumulated plan benefits as of June 30, 1984, TFLIC has the right to cause annuities to be purchased for the individuals covered by these contract agreements. Since the TFLIC Assets have remained in excess of the trigger point, no annuities have been purchased for the individuals covered by these contract arrangements. API's pension plans' assets at December 31, 2017 and 2016 by asset category, are as follows: Fair Value Measurements as of December 31, 2017: Assets at Fair Value as of December 31, 2017 Asset Class Level 1 Level 2 Level 3 Total Equities $ 67,634 $ — $ — $ 67,634 Bonds — 14,568 — 14,568 Property — 13,159 — 13,159 Liability-driven instrument (1) — 30,980 — 30,980 Private markets — — 13,845 13,845 Cash and cash equivalents 448 — — 448 Total pension assets $ 68,082 $ 58,707 $ 13,845 $ 140,634 Fair Value Measurements as of December 31, 2016: Assets at Fair Value as of December 31, 2016 Asset Class Level 1 Level 2 Level 3 Total Equities $ 55,889 $ — $ — $ 55,889 Bonds — 12,805 — 12,805 Property — 15,087 — 15,087 Liability-driven instrument (1) — 27,016 — 27,016 Hedge funds (2) — 7,460 — 7,460 Cash and cash equivalents 70 — — 70 Total pension assets $ 55,959 $ 62,368 $ — $ 118,327 (1) Represents investments in pooled funds. This is a method of investing whereby a portfolio of assets is built with the objective of moving in-line with liabilities. The assets are typically derivative instruments based on government bonds or instruments called swaps which are exposed to the same liability sensitivities (interest rates and inflation) as the pension liabilities. (2) Hedge Funds are pooled investment vehicles that may invest in a wide-range of underlying asset classes, including but not limited to equities and various fixed-income securities as well as alternative investments. These funds have an objective to produce positive returns in all market conditions. Hedge Funds will typically make extensive use of derivatives and may employ leverage to achieve their objective . |
Schedule of Level 3 Defined Benefit Plan Assets Roll Forward | There were no assets for which fair value was determined using significant unobservable inputs (Level 3) during 2015 for the HNH Plans. During 2017 and 2016, changes in the HNH Plans' Level 3 assets were as follows: Changes in Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Year Ended December 31, 2017 Convertible Promissory Notes Stock Warrants Private Company Common Stock Total Beginning balance as of January 1, 2017 $ 3,500 $ 875 $ — $ 4,375 Transfers into Level 3 — — — — Transfers out of Level 3 — — — — Gains or losses included in changes in net assets 702 — 175 877 Purchases, issuances, sales and settlements — Purchases — — 875 875 Issuances — 193 — 193 Sales — — — — Settlements — (875 ) — (875 ) Ending balance as of December 31, 2017 $ 4,202 $ 193 $ 1,050 $ 5,445 Changes in Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Year Ended December 31, 2016 Convertible Promissory Notes Stock Warrants Total Beginning balance as of January 1, 2016 $ — $ — $ — Transfers into Level 3 — — — Transfers out of Level 3 — — — Gains or losses included in changes in net assets — — — Purchases, issuances, sales and settlements — — Purchases 3,500 875 4,375 Issuances — — — Sales — — — Settlements — — — Ending balance as of December 31, 2016 $ 3,500 $ 875 $ 4,375 |
Schedule of Category, Fair Value, Redemption Frequency and Redemption Notice Period of Assets | The following tables present the category, fair value, unfunded commitments, redemption frequency and redemption notice period of those assets for which fair value was estimated using the net asset value per share (or its equivalents), as well as plan assets which have redemption notice periods, as of December 31, 2017 and 2016 : Class Name Description Fair Value December 31, 2017 Unfunded Commitments Redemption Frequency Redemption Notice Period Hedge funds Global long short feeder fund $ 11,416 $ — Monthly (1) 90 days Hedge funds US long small cap value hedge fund $ 10,003 $ — Quarterly (2) 90 days Hedge funds International equity long/short hedge fund $ 11,504 $ — Quarterly (3) 90 days (3) Hedge funds Multi-strategy hedge fund $ 1,756 $ 3,250 (4) (4) Hedge funds Value driven hedge fund $ 19,960 $ — (5) 6 months Fund of funds Long-term capital growth $ 12,517 $ 23,958 (6) 95 days Hedge funds Equity long/short hedge funds $ 10,468 $ — (7) 60 days Hedge funds Event driven hedge funds $ 49,757 $ — Monthly 90 days Common trust funds Collective equity investment funds $ 3 $ — Daily 0-2 days Insurance separate account Insurance separate account $ 15,009 $ — (8) (8) Private equity Asset-based lending-maritime $ 8,466 $ 1,444 (9) (9) Private equity Value oriented partnership investment fund $ — $ 12,500 (10) (10) Private equity Opportunistic long/short private investment fund $ — $ 3,000 (11) (11) Offshore feeder fund Pan-Asia equity long/short $ — $ 3,000 (12) (12) (1) 3 year lock up and 5% redemption fee if under 3 years . Annual limited redemption of 10% per shareholder in any twelve month period, subject to 30 days' notice. (2) Maximum withdrawal is 25% . Can withdraw 100% over 4 consecutive calendar quarters in 25% increments. (3) Redemptions are subject to (i) a rolling thirty-six month holding period and (ii) a one-quarter investor level gate. There is a holdback of 10% upon complete distribution until completion of the audit of the fund for that year, without interest. (4) Limited partnership formed in 2017. Commitment of $5,000 , no right to withdraw. The fund has a four years duration with the option for two additional 1 year extensions. (5) 5 year staggered lockup period. One-third of the investment on each of December 31, 2020, 2021 and 2022. (6) Each capital commitment is subject to a commitment period of 3 years during which capital may be drawn-down, subject to two 1 -year extensions. During the commitment period, no withdrawals are permitted. Once permitted, withdrawals of available liquidity in underlying investment vehicles is permitted quarterly. The fund-of-funds will not invest in any fund or investment vehicle that has an initial lock-up period of more than 5 years . Upon complete redemption, a holdback of up to 10% is withheld and paid after the fund's financial statement audit. (7) Redeemable annually subject to 3 years rolling, staggered lock up period. Upon complete redemption, a holdback of up to 10% is withheld and paid after the fund's financial statement audit. (8) Except for benefit payments to participants and beneficiaries and related expenses, withdrawals are restricted for substantially all of the assets in the account, as defined in the contract. However, a suspension or transfer can be requested with 30 days' notice. When funds are exhausted either by benefit payments, purchase of annuity contracts or transfer, the related contract terminates. (9) Entered into an agreement effective December 15, 2016 with a commitment of $10,000 . The agreement contains a commitment period of 3 years , subject to an extension of up to one additional year. Voluntary withdrawals are not permitted. Complete distributions will be made after 8 years , subject to an extension of an additional 2 years . (10) Entered into an agreement effective September 8, 2016 for a commitment of $12,500 to a limited partnership private equity fund. Capital has not been called as of December 31, 2017. Voluntary withdrawals will not be permitted. Complete distributions will be made after 10 years, subject to an extension of an additional one year . The agreement provided for loans to the fund, and as of December 31, 2017, a $3,000 loan receivable was outstanding from the fund. Per the loan agreement, a loan exists until the partnership issues a drawdown notice. Upon issuance of a drawdown notice, a capital contribution to the partnership will be deemed to be made and deemed to have repaid the loan to the extent of the capital contribution. (11) During 2017, the WHX and JPS plans committed $5,000 to a fund which had a capital call for $2,000 due January 1, 2018, funded on December 29, 2017 and recorded as cash as of December 31, 2017. This fund's objective is generating returns on its long and short positions in companies undergoing change. (12) During 2017, the WHX and JPS plans committed $5,000 to a fund which had a capital call for $2,000 due January 1, 2018, funded on December 29, 2017 and recorded as cash as of December 31, 2017. The fund's investment focus is on companies with substantial exposure in the Asian-Pacific region. In addition to those on the table above, HNH has an additional unfunded commitment at December 31, 2017 totaling $10,000 for a separately managed investment account which will have an all-cap value strategy. Class Name Description Fair Value December 31, 2016 Unfunded Commitments Redemption Frequency Redemption Notice Period Hedge funds Value driven hedge fund $ 17,648 $ — (1) 6 months Fund of funds Long-term capital growth $ 8,325 $ 27,022 (2) 95 days Hedge funds Equity long/short hedge funds $ 6,832 $ 6,250 (3) 60 days Hedge funds Event driven hedge funds $ 47,771 $ — Monthly 90 days Common trust funds Collective equity investment funds $ 78 $ — Daily 0-2 days Insurance separate account Insurance separate account $ 14,391 $ — (4) (4) Private equity Asset-based lending-maritime $ — $ 10,000 (5) (5) Private equity Value oriented partnership investment fund $ — $ 12,500 (6) (6) (1) 5 year staggered lockup period. One-third of the investment on each of December 31, 2020, 2021 and 2022. (2) Each capital commitment is subject to a commitment period of 3 years during which capital may be drawn-down, subject to two one -year extensions. During the commitment period, no withdrawals are permitted. Once permitted, withdrawals of available liquidity in underlying investment vehicles is permitted quarterly. The fund-of-funds will not invest in any fund or investment vehicle that has an initial lock-up period of more than 5 years . Upon complete redemption, a holdback of up to 10% is withheld and paid after the fund's financial statement audit. (3) Redeemable annually subject to 3 years rolling, staggered lock up period. Upon complete redemption, a holdback of up to 10% is withheld and paid after the fund's financial statement audit. (4) Except for benefit payments to participants and beneficiaries and related expenses, withdrawals are restricted for substantially all of the assets in the account, as defined in the contract. However, a suspension or transfer can be requested with 30 days ' notice. When funds are exhausted either by benefit payments, purchase of annuity contracts or transfer, the related contract terminates. (5) Entered into an agreement effective December 15, 2016 with a commitment of $10,000 . Capital had not been called as of December 31, 2016. The agreement contains a commitment period of 3 years , subject to an extension of up to one additional year. Voluntary withdrawals are not permitted. Complete distributions will be made after 8 years, subject to an extension of an additional 2 years . (6) Entered into an agreement effective September 8, 2016 with a commitment of $12,500 . Capital has not been called as of December 31, 2016. Voluntary withdrawals are not permitted. Complete distributions will be made after 10 years , subject to an extension of an additional one year . |
Schedule of Expected Benefit Payments | Estimated future benefit payments for the benefit plans over the next ten years are as follows: Pension Benefits Other Post-Retirement Years HNH Plans API Plan Benefits 2018 $ 43,539 $ 5,037 $ 105 2019 43,117 5,291 91 2020 42,528 5,532 75 2021 41,824 6,363 73 2022 41,108 6,711 71 2023-2027 191,272 40,024 323 |
CAPITAL AND ACCUMULATED OTHER48
CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Stockholders' Equity Note [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Changes, net of tax, in Accumulated other comprehensive loss are as follows: Year Ended December 31, 2017 Unrealized gain on available-for-sale securities Unrealized loss on derivative financial instruments Cumulative translation adjustments Change in net pension and other benefit obligations Total Balance at beginning of period $ 62,527 $ (2,470 ) $ (19,548 ) $ (109,270 ) $ (68,761 ) Other comprehensive income (loss), net of tax - before reclassifications (a) 26,878 569 4,512 (6,926 ) 25,033 Reclassification adjustments, net of tax (b) 908 — — — 908 Net other comprehensive income (loss) attributable to common unitholders (c) 27,786 569 4,512 (6,926 ) 25,941 Acquisition of AOCI from noncontrolling interests 765 — (3,223 ) (60,889 ) (63,347 ) Balance at end of period $ 91,078 $ (1,901 ) $ (18,259 ) $ (177,085 ) $ (106,167 ) (a) Net of tax benefit of approximately $31,029 . (b) Net of tax benefit of approximately $329 . (c) Does not include the net unrealized gain on available-for sale securities of $811 , the gain on derivative financial instruments of $55 , cumulative translation adjustment gains of $932 and gains from the change in net pension and other post-retirement benefit obligations of $474 , which are attributable to noncontrolling interests. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | Details of the Company's tax provision (benefit) are as follows: Year Ended December 31, 2017 2016 2015 Income from continuing operations, before income taxes, equity method income (loss) and investments held at fair value: Domestic $ 34,971 $ 19,778 $ 22,107 Foreign 5,452 2,660 1,262 Total $ 40,423 $ 22,438 $ 23,369 Income taxes: Current: Federal $ 4,263 $ 1,798 $ 20,220 State 4,872 6,459 5,841 Foreign 2,953 3,148 995 Total income taxes, current 12,088 11,405 27,056 Deferred: Federal 44,592 13,625 (105,928 ) State (4,093 ) (598 ) 1,530 Foreign (1,288 ) (480 ) (1,377 ) Total income taxes, deferred 39,211 12,547 (105,775 ) Income tax provision (benefit) $ 51,299 $ 23,952 $ (78,719 ) |
Schedule of Effective Income Tax Rate Reconciliation | The following is a reconciliation of the income tax provision (benefit) computed at the federal statutory rate to the provision for income taxes: Year Ended December 31, 2017 2016 2015 Income from continuing operations, before income taxes, equity method income (loss) and investments held at fair value: $ 40,423 $ 22,438 $ 23,369 Federal income tax provision at statutory rate $ 14,147 $ 7,853 $ 8,179 Loss passed through to common unitholders (a) 10,385 2,122 7,177 24,532 9,975 15,356 State income taxes, net of federal effect 5,344 4,128 4,277 Change in valuation allowance (48,598 ) (1,327 ) (91,052 ) Foreign tax rate differences (1,202 ) 43 (235 ) Uncertain tax positions 124 (465 ) (440 ) Repatriation tax 2,165 — — Deferred tax rate change due to newly-enacted U.S. tax law 69,992 — — Permanent differences and other (b) (1,058 ) 11,598 (6,625 ) Income tax provision (benefit) $ 51,299 $ 23,952 $ (78,719 ) (a) Represents taxes at statutory rate on losses for which no tax benefit is recognizable by SPLP and certain of its subsidiaries which are taxed as pass-through entities. Such losses are allocable directly to SPLP's unitholders and taxed when realized. (b) Amounts in 2016 and 2015 include the tax effect of the non-deductible portion of the goodwill impairments recorded in the fourth quarters of 2016 and 2015 (see Note 7 - "Goodwill and Other Intangible Assets, Net"). |
Schedule of Deferred Tax Assets and Liabilities | The amounts shown on the following table represent the tax effect of temporary differences between the consolidated tax return basis of assets and liabilities and the corresponding basis for financial reporting, as well as tax credit and operating loss carryforwards. December 31, 2017 2016 Deferred Tax Assets: Operating loss carryforwards (a) $ 118,594 $ 187,880 Postretirement and postemployment employee benefits 70,151 108,571 Tax credit carryforwards 13,412 46,517 Accrued costs 4,151 9,600 Investment impairments and unrealized losses 7,325 19,244 Inventories 2,468 4,109 Environmental costs 2,297 3,042 Impairment of long-lived assets 2,122 3,245 Capital loss 7,968 8,543 Other 5,109 11,995 Gross deferred tax assets (c) 233,597 402,746 Deferred Tax Liabilities: Intangible assets (33,376 ) (52,149 ) Fixed assets (28,468 ) (39,898 ) Unremitted foreign earnings — (181 ) Unrealized gain on investment (22,403 ) — Other (2,208 ) (5,479 ) Gross deferred tax liabilities (c) (86,455 ) (97,707 ) Valuation allowance (b) (c) (41,138 ) (126,163 ) Net deferred tax assets $ 106,004 $ 178,876 Classified on the Company's consolidated balance sheets as follows: Deferred tax assets $ 109,011 $ 182,605 Deferred tax liabilities 3,007 3,729 $ 106,004 $ 178,876 (a) The ability for certain subsidiaries to utilize net operating losses and other credit carryforwards may be subject to limitation upon changes in control. (b) Certain subsidiaries of the Company establish valuation allowances when they determine, based on their assessment, that it is more likely than not that certain deferred tax assets will not be fully realized. This assessment is based on, but not limited to, historical operating results, uncertainty in projections of taxable income, and other uncertainties that may be specific to a particular business. (c) The Tax Cuts and Jobs Act of 2017 was enacted in December of 2017 and reduced the U.S. Federal income tax rate significantly. The Company's 2017 deferred tax balances have been reduced to reflect the lower tax rate enacted by the Act, which affects the comparability of the 2017 and 2016 columns. |
Schedule of Unrecognized Tax Benefits Roll Forward | The change in the amount of unrecognized tax benefits for 2017 and 2016 was as follows: Balance at December 31, 2015 $ 29,072 Additions for tax positions related to current year 175 Additions for tax positions acquired 1,114 Additions due to interest accrued 148 Payments — Reductions due to lapsed statute of limitations (1,115 ) Balance at December 31, 2016 $ 29,394 Additions for tax positions related to current year 32,564 Additions for tax positions acquired — Additions due to interest accrued 120 Payments — Reductions due to lapsed statute of limitations (1,350 ) Balance at December 31, 2017 $ 60,728 |
NET (LOSS) INCOME PER COMMON 50
NET (LOSS) INCOME PER COMMON UNIT (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Net (Loss) Income Per Common Unit | The following data was used in computing net (loss) income per common unit shown in the Company's consolidated statements of operations: Year Ended December 31, 2017 2016 2015 Net income from continuing operations $ 6,012 $ 2,571 $ 70,311 Net (income) loss from continuing operations attributable to noncontrolling interests in consolidated entities (6,028 ) 4,059 10,875 Net (loss) income from continuing operations attributable to common unitholders (16 ) 6,630 81,186 Net income from discontinued operations — — 86,257 Net income from discontinued operations attributable to noncontrolling interests in consolidated entities — — (30,708 ) Net income from discontinued operations attributable to common unitholders — — 55,549 Net (loss) income attributable to common unitholders $ (16 ) $ 6,630 $ 136,735 Net (loss) income per common unit - basic: Net (loss) income from continuing operations $ — $ 0.25 $ 2.97 Net income from discontinued operations — — 2.03 Net (loss) income attributable to common unitholders $ — $ 0.25 $ 5.00 Net (loss) income per common unit – diluted: Net (loss) income from continuing operations $ — $ 0.25 $ 2.96 Net income from discontinued operations — — 2.02 Net (loss) income attributable to common unitholders $ — $ 0.25 $ 4.98 Weighted-average common units outstanding - basic 26,053,098 26,353,714 27,317,974 Incentive units — — 112,127 Unvested restricted units — 132,495 12,207 Denominator for net income per common unit - diluted (a) 26,053,098 26,486,209 27,442,308 (a) For the year ended December 31, 2017, the diluted (loss) income per unit calculation was based on the basic weighted-average units only since the impact of 307,448 incentive units, 4,738,844 of SPLP Preferred Units and 39,634 of unvested restricted stock units, would have been anti-dilutive. |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value, by Balance Sheet Grouping | Financial assets and liabilities measured at fair value on a recurring basis in the Company's consolidated financial statements as of December 31, 2017 and 2016 are summarized by type of inputs applicable to the fair value measurements as follows: December 31, 2017 Level 1 Level 2 Level 3 Total Assets: Marketable securities (a) $ 44,371 $ 1,988 $ 11,954 $ 58,313 Long-term investments (a) 221,750 10,387 1,223 233,360 Investments in certain funds — — 407 407 Precious metal and commodity inventories recorded at fair value 10,993 — — 10,993 Economic interests in loans — — 13,126 13,126 Foreign currency forward exchange contracts — 166 — 166 Warrants — — 206 206 Long put options 3 — — 3 Total $ 277,117 $ 12,541 $ 26,916 $ 316,574 Liabilities: Financial instrument obligations $ 15,629 $ — $ — $ 15,629 Commodity contracts on precious metal and commodity inventories — 127 — 127 Foreign currency forward exchange contracts — 188 — 188 Short call options 258 — — 258 Total $ 15,887 $ 315 $ — $ 16,202 December 31, 2016 Level 1 Level 2 Level 3 Total Assets: Marketable securities (a) $ 25,498 $ 3,994 $ 24,158 $ 53,650 Long-term investments (a) 111,424 4,350 1,242 117,016 Investments in certain funds — — 469 469 Precious metal and commodity inventories recorded at fair value 10,143 — — 10,143 Economic interests in loans — — 6,162 6,162 Foreign currency forward exchange contracts — 92 — 92 Total $ 147,065 $ 8,436 $ 32,031 $ 187,532 Liabilities: Financial instrument obligations $ 12,640 $ — $ — $ 12,640 Interest rate swap agreements — 108 — 108 Foreign currency forward exchange contracts — 1,040 — 1,040 Total $ 12,640 $ 1,148 $ — $ 13,788 (a) For additional detail of the marketable securities and long-term investments see Note 9 - "Investments." |
Schedule of Gains Losses By Income Statement Location | Following is a summary of changes in financial assets measured using Level 3 inputs: Long-Term Investments Investments in Associated Companies (a) Other Investments - Related Party (a) STCN Warrants (a) Marketable Securities and Other (b) Total Assets Balance at December 31, 2014 $ 2,163 $ 9,623 $ 2,199 $ 34,421 $ 48,406 Purchases — — — 5,183 5,183 Sales and cash collections (9,985 ) — (2,953 ) (12,938 ) Realized gain on sale — — — 8 8 Unrealized gains — 484 — — 484 Unrealized losses (232 ) (122 ) (1,656 ) (8,679 ) (10,689 ) Balance at December 31, 2015 $ 1,931 $ — $ 543 $ 27,980 $ 30,454 Sales and cash collections — — — (8,848 ) (8,848 ) Unrealized gains — — — 11,657 11,657 Unrealized losses (708 ) — (524 ) — (1,232 ) Balance at December 31, 2016 1,223 — 19 30,789 32,031 Sales and cash collections — — — (19,404 ) (19,404 ) Realized loss on sale — — — 309 309 Unrealized gains — — — 13,999 13,999 Unrealized losses — — (19 ) — (19 ) Balance at December 31, 2017 $ 1,223 $ — $ — $ 25,693 $ 26,916 (a) Unrealized losses are recorded in Income (loss) of associated companies and other investments held at fair value, net of taxes in the Company's consolidated statements of operations. (b) Realized gains and losses on sale are recorded in Other income, net or Revenue in the Company's consolidated statements of operations. |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum operating lease and rental commitments under non-cancelable operating leases for SPLP consolidated operations are as follows: Payments due by period Amount 2018 $ 10,153 2019 6,789 2020 5,385 2021 4,596 2022 3,893 Thereafter 14,608 Total $ 45,424 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Segment information is presented below: Year Ended December 31, Revenue: 2017 2016 2015 Diversified industrial $ 1,156,187 $ 998,556 $ 763,009 Energy 135,461 93,995 132,620 Financial services 80,379 70,998 69,430 Total $ 1,372,027 $ 1,163,549 $ 965,059 Income (loss) from continuing operations before income taxes: Diversified industrial $ 50,104 $ 19,175 $ 42,281 Energy (21,514 ) (11,459 ) (95,112 ) Financial services 41,328 42,518 46,314 Corporate and other (12,607 ) (23,711 ) (1,891 ) Income (loss) from continuing operations before income taxes 57,311 26,523 (8,408 ) Income tax provision (benefit) 51,299 23,952 (78,719 ) Net income from continuing operations $ 6,012 $ 2,571 $ 70,311 Income (loss) from equity method investments and other investments held at fair value, net of taxes: Diversified industrial $ — $ 8,078 $ (1,252 ) Energy 593 9,944 (16,102 ) Corporate and other 16,295 (13,937 ) (14,423 ) Total $ 16,888 $ 4,085 $ (31,777 ) Year ended December 31, 2017 Interest Expense (a) Capital Expenditures Depreciation and Amortization Diversified industrial $ 13,471 $ 40,374 $ 50,741 Energy 1,421 13,468 20,735 Financial services 4,685 834 294 Corporate and other 7,912 61 166 Total $ 27,489 $ 54,737 $ 71,936 Year ended December 31, 2016 Interest Expense (a) Capital Expenditures Depreciation and Amortization Diversified industrial $ 8,089 $ 27,953 $ 50,100 Energy 1,544 5,082 20,076 Financial services 2,595 102 274 Corporate and other 1,419 1,046 96 Total $ 13,647 $ 34,183 $ 70,546 Year ended December 31, 2015 Interest Expense (a) Capital Expenditures Depreciation and Amortization Diversified industrial $ 5,238 $ 17,212 $ 27,340 Energy 2,455 4,785 20,629 Financial services 1,450 1,153 170 Corporate and other 1,169 102 421 Total $ 10,312 $ 23,252 $ 48,560 (a) Interest expense includes Finance interest expense of $4,685 , $2,595 and $1,450 for the years ended December 31, 2017, 2016 and 2015, respectively. December 31, 2017 2016 Identifiable Assets Employed: Diversified industrial $ 1,070,874 $ 1,072,147 Energy 416,460 299,480 Financial services 612,378 456,811 Corporate and other 61,779 130,898 Segment total 2,161,491 1,959,336 Discontinued operations 2,549 7,779 Total $ 2,164,040 $ 1,967,115 |
Schedule of Identifiable Assets Employed | December 31, 2017 2016 Identifiable Assets Employed: Diversified industrial $ 1,070,874 $ 1,072,147 Energy 416,460 299,480 Financial services 612,378 456,811 Corporate and other 61,779 130,898 Segment total 2,161,491 1,959,336 Discontinued operations 2,549 7,779 Total $ 2,164,040 $ 1,967,115 |
Summary of Revenue by Geographic Areas | The following table presents geographic revenue and long-lived asset information as of and for the year ended December 31. Foreign revenue is based on the country in which the legal subsidiary generating the revenue is domiciled. Long-lived assets in 2017 and 2016 consist of property, plant and equipment, plus approximately $6,300 and $10,393 , respectively, of land and buildings from previously operating businesses and other non-operating assets that are carried at the lower of cost or fair value less cost to sell and are included in Other non-current assets on the Company's consolidated balance sheets as of December 31, 2017 and 2016 , respectively. Neither revenue nor long-lived assets from any single foreign country were material to the consolidated financial statements of the Company. 2017 2016 2015 Revenue Long-lived Assets Revenue Long-lived Assets Revenue Long-lived Assets Geographic information: United States $ 1,149,792 $ 239,834 $ 983,380 $ 241,324 $ 824,363 $ 215,619 Foreign 222,235 38,457 180,169 30,481 140,696 47,083 Total $ 1,372,027 $ 278,291 $ 1,163,549 $ 271,805 $ 965,059 $ 262,702 |
Summary of Long-lived Assets by Geographic Areas | The following table presents geographic revenue and long-lived asset information as of and for the year ended December 31. Foreign revenue is based on the country in which the legal subsidiary generating the revenue is domiciled. Long-lived assets in 2017 and 2016 consist of property, plant and equipment, plus approximately $6,300 and $10,393 , respectively, of land and buildings from previously operating businesses and other non-operating assets that are carried at the lower of cost or fair value less cost to sell and are included in Other non-current assets on the Company's consolidated balance sheets as of December 31, 2017 and 2016 , respectively. Neither revenue nor long-lived assets from any single foreign country were material to the consolidated financial statements of the Company. 2017 2016 2015 Revenue Long-lived Assets Revenue Long-lived Assets Revenue Long-lived Assets Geographic information: United States $ 1,149,792 $ 239,834 $ 983,380 $ 241,324 $ 824,363 $ 215,619 Foreign 222,235 38,457 180,169 30,481 140,696 47,083 Total $ 1,372,027 $ 278,291 $ 1,163,549 $ 271,805 $ 965,059 $ 262,702 |
REGULATORY MATTERS (Tables)
REGULATORY MATTERS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Regulatory Matters [Abstract] | |
Schedule of Compliance with Regulatory Capital Requirements under Banking Regulations | WebBank expects that its capital ratios under Basel III will continue to exceed the well capitalized minimum capital requirements and such amounts are disclosed in the table below: Amount of Capital Required Actual For Capital Adequacy Purposes Minimum Capital Adequacy With Capital Buffer To Be Well Capitalized Under Prompt Corrective Provisions As of December 31, 2017 Amount Ratio Amount Ratio Amount Ratio Amount Ratio Total Capital (to risk-weighted assets) $ 111,102 28.90 % $ 30,710 8.00 % $ 35,509 9.25 % $ 38,388 10.00 % Tier 1 Capital (to risk-weighted assets) $ 106,296 27.70 % $ 23,033 6.00 % $ 27,831 7.25 % $ 30,710 8.00 % Common Equity Tier 1 Capital (to risk-weighted assets) $ 106,296 27.70 % $ 17,275 4.50 % $ 22,073 5.75 % $ 24,952 6.50 % Tier 1 Capital (to average assets) $ 106,296 19.00 % $ 22,398 4.00 % n/a n/a $ 27,998 5.00 % As of December 31, 2016 Total Capital (to risk-weighted assets) $ 90,369 33.90 % $ 21,320 8.00 % $ 22,985 8.63 % $ 26,649 10.00 % Tier 1 Capital (to risk-weighted assets) $ 88,698 33.30 % $ 15,990 6.00 % $ 17,655 6.63 % $ 21,320 8.00 % Common Equity Tier 1 Capital (to risk-weighted assets) $ 88,698 33.30 % $ 11,992 4.50 % $ 13,658 5.13 % $ 17,322 6.50 % Tier 1 Capital (to average assets) $ 88,698 22.20 % $ 15,956 4.00 % n/a n/a $ 19,944 5.00 % |
SUPPLEMENTAL CASH FLOW INFORM55
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | A summary of supplemental cash flow information for each of the three years ending December 31, 2017 is presented in the following table: Year Ended December 31, 2017 2016 2015 Cash paid during the period for: Interest $ 22,029 $ 11,900 $ 9,213 Taxes 19,774 12,078 24,221 Non-cash investing activities: Reclassification of investment in associated company to cost of an acquisition $ — $ 39,794 $ 66,239 Reclassification of investment in associated company to investment in consolidated subsidiaries — — 48,748 Reclassification of available-for-sale securities to equity method investment — — 10,857 Partnership interest exchanged for marketable securities — — 25,000 Sales of marketable securities not settled — — 23,229 Securities delivered in exchange for settlement of financial instrument obligations — 9,155 76 Exchange of debt securities for equity securities 3,317 — — Non-cash financing activities: Common unit dividend declared and not paid $ — $ 3,923 $ — Repurchase of common stock by subsidiary not paid — — (8,557 ) Issuance of SPLP Preferred Units to purchase subsidiary shares from noncontrolling interests 198,817 — — |
OTHER INCOME, NET (Tables)
OTHER INCOME, NET (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Income, Net | Other income, net consists of the following: Year Ended December 31, 2017 2016 2015 Investment income $ (1,191 ) $ (3,739 ) $ (12,763 ) Realized gains on sale of marketable securities, net (790 ) (3,288 ) (32,466 ) Realized losses on financial instrument obligations 2,918 60 477 Realized gain on non-monetary exchange — — (9,268 ) Other, net (843 ) (5,582 ) (1,873 ) Total $ 94 $ (12,549 ) $ (55,893 ) |
PARENT COMPANY CONDENSED FINA57
PARENT COMPANY CONDENSED FINANCIAL INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Balance Sheet | Balance Sheets (in thousands, except common units) December 31, 2017 December 31, 2016 ASSETS Current assets: Cash and cash equivalents $ 64 $ 71 Prepaid expenses and other current assets 103 204 Total current assets 167 275 Other non-current assets 2,385 144 Investments in subsidiaries 759,365 710,057 Total Assets $ 761,917 $ 710,476 LIABILITIES AND CAPITAL Current liabilities: Accrued liabilities $ 769 $ — Dividends payable — 4,063 Intercompany payable 17,600 2,155 Total current liabilities 18,369 6,218 Preferred unit liability 176,512 — Total Liabilities 194,881 6,218 Commitments and Contingencies Capital: Partners' capital common units: 26,348,420 and 26,152,976 issued and outstanding (after deducting 10,868,367 and 10,558,687 held in treasury, at cost of $170,858 and $164,900), respectively 652,270 617,502 Accumulated other comprehensive loss (106,167 ) (68,761 ) Total Partners' Capital 546,103 548,741 Noncontrolling interests in consolidated entities 20,933 155,517 Total Capital 567,036 704,258 Total Liabilities and Capital $ 761,917 $ 710,476 |
Condensed Income Statement | Statements of Operations and Comprehensive Income (Loss) (in thousands) Year Ended December 31, 2017 2016 2015 Equity income of subsidiaries $ 23,195 $ 2,246 $ 158,169 Selling, general and administrative expenses (10,730 ) (1,417 ) (1,601 ) Interest expense (6,453 ) — — Other income — 1,742 — Net income 6,012 2,571 156,568 Net (income) loss attributable to noncontrolling interests in subsidiaries: Continuing operations (6,028 ) 4,059 10,875 Discontinued operations — — (30,708 ) Net (income) loss attributable to noncontrolling interests in subsidiaries (6,028 ) 4,059 (19,833 ) Net (loss) income attributable to common unitholders $ (16 ) $ 6,630 $ 136,735 Net income $ 6,012 $ 2,571 $ 156,568 Other comprehensive income (loss), net of tax: Gross unrealized gains (losses) on available-for-sale securities 27,689 13,413 (31,321 ) Reclassification of unrealized losses (gains) on available-for-sale securities 908 (62 ) 4,932 Gross unrealized losses (gains) on derivative financial instruments 624 (1,158 ) (1,757 ) Currency translation adjustments 5,444 (11,431 ) (3,950 ) Changes in pension liabilities and other post-retirement benefit obligations (6,452 ) (18,813 ) (25,839 ) Other comprehensive income (loss) 28,213 (18,051 ) (57,935 ) Comprehensive income (loss) 34,225 (15,480 ) 98,633 Comprehensive (income) loss attributable to noncontrolling interests (8,300 ) 7,617 (17,032 ) Comprehensive income (loss) attributable to common unitholders $ 25,925 $ (7,863 ) $ 81,601 |
Condensed Cash Flow Statement | Statements of Cash Flows (in thousands) Year Ended December 31, 2017 2016 2015 Cash flows from operating activities: Net income $ 6,012 $ 2,571 $ 156,568 Adjustments to reconcile net income to net cash (used in) provided by operating activities: Equity income of subsidiaries (23,195 ) (2,246 ) (158,169 ) Amortization of preferred unit issuance costs 237 — — Equity-based compensation 9,635 375 2,281 Prepaid expenses and other current assets 268 (124 ) 10 Accounts payable, accrued and other current liabilities 1,370 — (1,853 ) Net cash (used in) provided by operating activities (5,673 ) 576 (1,163 ) Cash flows from investing activities: Intercompany advances 19,507 6,735 354 Purchases of the Company's common units (5,188 ) (7,297 ) (1,917 ) Purchase of subsidiary shares from noncontrolling interests (2,086 ) — — Deferred finance charges (2,644 ) — — Common unit dividend payment (3,923 ) — — Net cash provided by (used in) financing activities 5,666 (562 ) (1,563 ) Net change for the period (7 ) 14 (2,726 ) Cash and cash equivalents at beginning of period 71 57 2,783 Cash and cash equivalents at end of period $ 64 $ 71 $ 57 |
QUARTERLY FINANCIAL DATA (una58
QUARTERLY FINANCIAL DATA (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | Net (Loss) Income From Continuing Operations Attributable to Common Unitholders Net (Loss) Income Attributable to Common Unitholders Quarter Revenue Net (Loss) Income From Continuing Operations Per Common Unit Basic Per Common Unit Diluted Net (Loss) Income Attributable to Common Unitholders Per Common Unit Basic Per Common Unit Diluted 2017 First $ 323,319 $ (3,098 ) $ (0.16 ) $ (0.16 ) $ (4,082 ) $ (0.16 ) $ (0.16 ) Second 358,391 15,718 0.43 0.41 11,253 0.43 0.41 Third 355,040 10,905 0.27 0.27 7,013 0.27 0.27 Fourth (a) 335,277 (17,513 ) (0.55 ) (0.55 ) (14,200 ) (0.55 ) (0.55 ) $ 1,372,027 $ 6,012 $ (16 ) 2016 (b) First $ 246,793 $ 2,344 $ 0.07 $ 0.07 $ 1,962 $ 0.07 $ 0.07 Second 281,402 9,859 0.35 0.35 9,209 0.35 0.35 Third 316,849 13,069 0.41 0.41 10,832 0.41 0.41 Fourth (c) 318,505 (22,701 ) (0.59 ) (0.59 ) (15,373 ) (0.59 ) (0.59 ) $ 1,163,549 $ 2,571 $ 6,630 (a) The Company recorded asset impairment charges of approximately $2,028 in the fourth quarter of 2017, primarily related to an other-than-temporary impairment on a certain available-for-sale security (see Note 4 - "Divestitures and Asset Impairment Charges"). In addition, the Tax Cuts and Jobs Act was enacted in the fourth quarter of 2017, and in connection therewith, the Company recorded income tax expense of $56,552 from the remeasurement of deferred tax balances, as well as a repatriation tax expense of $2,165 . During 2017, the Company recorded an income tax benefit of $44,681 associated with the reversal of its deferred tax valuation allowances at certain subsidiaries, which primarily impacted the fourth quarter. (see Note 15 - "Income Taxes") (b) The Company recorded asset impairment charges of approximately $1,470 , $7,000 , $3,057 and $5,732 in the first, second, third and fourth quarters of 2016, respectively. These charges were primarily related to other-than-temporary impairments on certain available-for-sale securities (see Note 4 - "Divestitures and Asset Impairment Charges"). (c) The Company recorded goodwill impairment charges of $24,254 in the fourth quarter of 2016 (see Note 7 - "Goodwill and Other Intangible Assets, Net"). |
NATURE OF THE BUSINESS AND BA59
NATURE OF THE BUSINESS AND BASIS OF PRESENTATION (Details) - USD ($) $ in Thousands | Oct. 28, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Income tax provision (benefit) | $ 51,299 | $ 23,952 | $ (78,719) | |
BNS Holdings Liquidating Trust (BNS Liquidating Trust) | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Ownership percentage | 84.90% | 84.90% | ||
DGT Holdings Corp. (DGT) | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Ownership percentage | 100.00% | 100.00% | 100.00% | |
Handy & Harman Ltd. (HNH) | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Ownership percentage | 100.00% | 69.90% | ||
Steel Services Ltd (Steel Services) | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Ownership percentage | 100.00% | 100.00% | ||
Steel Excel | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Ownership percentage | 100.00% | 64.20% | ||
WebFinancial Holding Corporation | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Ownership percentage | 91.20% | 91.20% | ||
WebBank | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Ownership percentage | 100.00% | 100.00% | ||
CoSine | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Ownership percentage | 100.00% | 100.00% | ||
Scenario, Adjustment | Steel Excel | ||||
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | ||||
Income tax provision (benefit) | $ 3,500 |
SUMMARY OF SIGNIFICANT ACCOUN60
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 01, 2017 | Dec. 31, 2014 | |
Goodwill and Other Intangible Assets, Net | ||||||
Goodwill impairment charges | $ 24,254,000 | $ 0 | $ 24,254,000 | $ 19,571,000 | ||
Impairment of intangible assets | 0 | 0 | 0 | |||
Property, Plant and Equipment | ||||||
Accrued rebates payable | 7,400,000 | 8,300,000 | 7,400,000 | |||
Partners' capital | 548,741,000 | 546,103,000 | 548,741,000 | |||
Total capital | 704,258,000 | 567,036,000 | 704,258,000 | $ 740,362,000 | $ 664,106,000 | |
Deferred tax assets | 182,605,000 | 109,011,000 | 182,605,000 | |||
Valuation allowance | 126,163,000 | $ 41,138,000 | 126,163,000 | |||
Minimum | ||||||
Property, Plant and Equipment | ||||||
Rental revenue recognition period | 3 months | |||||
Maximum | ||||||
Property, Plant and Equipment | ||||||
Rental revenue recognition period | 6 months | |||||
Machinery and equipment | Minimum | ||||||
Property, Plant and Equipment | ||||||
Useful lives | 3 years | |||||
Machinery and equipment | Maximum | ||||||
Property, Plant and Equipment | ||||||
Useful lives | 15 years | |||||
Buildings and improvements | Minimum | ||||||
Property, Plant and Equipment | ||||||
Useful lives | 10 years | |||||
Buildings and improvements | Maximum | ||||||
Property, Plant and Equipment | ||||||
Useful lives | 30 years | |||||
WebBank | ||||||
Cash and Cash Equivalents | ||||||
Cash | 277,054,000 | $ 286,454,000 | $ 277,054,000 | |||
Accounting Standards Update 2016-09 | ||||||
Property, Plant and Equipment | ||||||
Deferred tax assets | $ 4,600,000 | |||||
Valuation allowance | $ 4,600,000 | |||||
Pro forma | Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | ||||||
Property, Plant and Equipment | ||||||
Partners' capital | $ 500,000 | |||||
Ten Largest Customers | Accounts receivable | Customer concentration risk | ||||||
Concentration of Revenue and Trade Accounts Receivable | ||||||
Concentration risk | 19.00% | |||||
Ten Largest Customers | Revenues | Customer concentration risk | ||||||
Concentration of Revenue and Trade Accounts Receivable | ||||||
Concentration risk | 18.00% | 19.00% | 24.00% | |||
Unrealized gain on available-for-sale securities, parent | ||||||
Property, Plant and Equipment | ||||||
Total capital | $ 62,527,000 | $ 91,078,000 | $ 62,527,000 |
ACQUISITIONS - 2017 Acquisition
ACQUISITIONS - 2017 Acquisition (Details) - USD ($) $ in Thousands | May 19, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 170,115 | $ 167,423 | $ 101,853 | |
Steel Excel | Basin Well Logging Wireline Services, Inc. | ||||
Business Acquisition [Line Items] | ||||
Ownership percentage | 80.00% | |||
Fair value of consideration paid | $ 5,100 | |||
Goodwill | $ 758 |
ACQUISITIONS - Allocation of Co
ACQUISITIONS - Allocation of Consideration Paid (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Apr. 06, 2016 | Dec. 31, 2015 | Jul. 02, 2015 | Apr. 17, 2015 | Jan. 20, 2015 |
Assets: | ||||||||
Goodwill | $ 170,115 | $ 167,423 | $ 101,853 | |||||
CoSine Communications, Inc. (CoSine) | ||||||||
Assets: | ||||||||
Cash and cash equivalents | $ 17,614 | |||||||
Prepaid expenses and other current assets | 7 | |||||||
Long-term investments | 54,228 | |||||||
Goodwill | 8,295 | |||||||
Total assets acquired | 80,144 | |||||||
Liabilities: | ||||||||
Accounts payable | 280 | |||||||
Accrued liabilities | 783 | |||||||
Total liabilities assumed | 1,063 | |||||||
Fair value of noncontrolling interest | 12,842 | |||||||
Net assets acquired | $ 66,239 | |||||||
API Group PLC | ||||||||
Assets: | ||||||||
Cash and cash equivalents | $ 5,424 | |||||||
Trade and other receivables | 24,160 | |||||||
Inventories | 22,900 | |||||||
Prepaid expenses and other current assets | 4,838 | |||||||
Property, plant and equipment | 42,238 | |||||||
Goodwill | 22,749 | |||||||
Other intangible assets | 4,816 | |||||||
Other non-current assets | 14,456 | |||||||
Total assets acquired | 141,581 | |||||||
Liabilities: | ||||||||
Accounts payable | 24,556 | |||||||
Accrued liabilities | 7,028 | |||||||
Short-term debt | 2,104 | |||||||
Accrued pension liabilities | 11,791 | |||||||
Long-term debt | 22,784 | |||||||
Deferred tax liabilities | 2,591 | |||||||
Total liabilities assumed | 70,854 | |||||||
Net assets acquired | 70,727 | |||||||
Handy & Harman Ltd. (HNH) | Electromagnetic Enterprise (EME) | ||||||||
Assets: | ||||||||
Trade and other receivables | $ 4,249 | |||||||
Inventories | 3,047 | |||||||
Prepaid expenses and other current assets | 265 | |||||||
Property, plant and equipment | 2,321 | |||||||
Goodwill | 30,994 | |||||||
Other intangible assets | 28,370 | |||||||
Total assets acquired | 69,246 | |||||||
Liabilities: | ||||||||
Accounts payable | 6,036 | |||||||
Accrued liabilities | 2,881 | |||||||
Total liabilities assumed | 8,917 | |||||||
Net assets acquired | 60,329 | |||||||
Handy & Harman Ltd. (HNH) | SLI | ||||||||
Assets: | ||||||||
Cash and cash equivalents | $ 4,985 | |||||||
Trade and other receivables | 32,680 | |||||||
Inventories | 24,295 | |||||||
Prepaid expenses and other current assets | 8,258 | |||||||
Property, plant and equipment | 23,950 | |||||||
Goodwill | 54,231 | |||||||
Other intangible assets | 92,326 | |||||||
Other non-current assets | 257 | |||||||
Total assets acquired | 240,982 | |||||||
Liabilities: | ||||||||
Accounts payable | 18,433 | |||||||
Accrued liabilities | 21,306 | |||||||
Long-term debt | 9,500 | |||||||
Deferred tax liabilities | 23,567 | |||||||
Other non-current liabilities | 6,191 | |||||||
Total liabilities assumed | 78,997 | |||||||
Net assets acquired | 161,985 | |||||||
Handy & Harman Ltd. (HNH) | JPS Industries, Inc. | ||||||||
Assets: | ||||||||
Cash and cash equivalents | $ 22 | |||||||
Trade and other receivables | 21,201 | |||||||
Inventories | 27,126 | |||||||
Prepaid expenses and other current assets | 4,961 | |||||||
Property, plant and equipment | 45,384 | |||||||
Goodwill | 32,162 | |||||||
Other intangible assets | 9,120 | |||||||
Deferred tax assets | 19,788 | |||||||
Other non-current assets | 3,112 | |||||||
Total assets acquired | 162,876 | |||||||
Liabilities: | ||||||||
Accounts payable | 10,674 | |||||||
Accrued liabilities | 5,838 | |||||||
Accrued pension liabilities | 30,367 | |||||||
Long-term debt | 1,500 | |||||||
Other non-current liabilities | 4 | |||||||
Total liabilities assumed | 48,383 | |||||||
Net assets acquired | 114,493 | |||||||
Customer relationships | API Group PLC | ||||||||
Assets: | ||||||||
Other intangible assets | $ 17,700 | |||||||
Customer relationships | Handy & Harman Ltd. (HNH) | Electromagnetic Enterprise (EME) | ||||||||
Assets: | ||||||||
Other intangible assets | 27,200 | |||||||
Customer relationships | Handy & Harman Ltd. (HNH) | SLI | ||||||||
Assets: | ||||||||
Other intangible assets | 59,900 | |||||||
Customer relationships | Handy & Harman Ltd. (HNH) | JPS Industries, Inc. | ||||||||
Assets: | ||||||||
Other intangible assets | $ 3,100 | |||||||
Backlog | Handy & Harman Ltd. (HNH) | Electromagnetic Enterprise (EME) | ||||||||
Assets: | ||||||||
Other intangible assets | $ 1,200 | |||||||
Backlog | Handy & Harman Ltd. (HNH) | SLI | ||||||||
Assets: | ||||||||
Other intangible assets | $ 6,900 |
ACQUISITIONS - 2016 Acquisition
ACQUISITIONS - 2016 Acquisitions Consideration Paid (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 01, 2016 | Sep. 30, 2016 | Jul. 27, 2016 | Apr. 06, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | |||||||
Goodwill | $ 170,115 | $ 167,423 | $ 101,853 | ||||
Handy & Harman Ltd. (HNH) | Electromagnetic Enterprise (EME) | |||||||
Business Acquisition [Line Items] | |||||||
Fair value of consideration paid | $ 60,329 | ||||||
Adjustment, consideration transferred | 2,200 | ||||||
Goodwill | 30,994 | ||||||
Other intangible assets | 28,370 | ||||||
Revenues since acquisition date | 55,700 | 15,900 | |||||
Pretax income from continuing operations since acquisition date | 5,700 | 100 | |||||
Inventories | 3,047 | ||||||
Property, plant and equipment | 2,321 | ||||||
Total liabilities assumed | 8,917 | ||||||
Handy & Harman Ltd. (HNH) | SLI | |||||||
Business Acquisition [Line Items] | |||||||
Fair value of consideration paid | $ 161,985 | ||||||
Goodwill | 54,231 | ||||||
Other intangible assets | 92,326 | ||||||
Inventories | 24,295 | ||||||
Property, plant and equipment | $ 23,950 | ||||||
Price per share (in dollars per share) | $ 40 | ||||||
Percentage of unowned voting interests acquired | 60.00% | ||||||
Acquisition price, portion paid in cash | $ 122,191 | ||||||
Total liabilities assumed | 78,997 | ||||||
Pro forma net sales | 198,600 | 112,700 | |||||
Operating income (loss) | $ 17,700 | (1,800) | |||||
Accelerated compensation cost | $ 1,900 | ||||||
API | Amsterdam Metallized Products B.V. (AMP) | |||||||
Business Acquisition [Line Items] | |||||||
Fair value of consideration paid | $ 7,800 | ||||||
Goodwill | 3,000 | ||||||
Other intangible assets | 1,400 | ||||||
Inventories | 1,500 | ||||||
Property, plant and equipment | $ 1,900 | ||||||
API | Hazen Paper | |||||||
Business Acquisition [Line Items] | |||||||
Fair value of consideration paid | $ 14,000 | ||||||
Goodwill | 4,100 | ||||||
Other intangible assets | 2,700 | ||||||
Inventories | 1,000 | ||||||
Property, plant and equipment | $ 6,200 | ||||||
Environmental and other matters | Handy & Harman Ltd. (HNH) | SLI | |||||||
Business Acquisition [Line Items] | |||||||
Total liabilities assumed | 10,900 | ||||||
Customer relationships | Handy & Harman Ltd. (HNH) | Electromagnetic Enterprise (EME) | |||||||
Business Acquisition [Line Items] | |||||||
Other intangible assets | $ 27,200 | ||||||
Intangible useful life | 15 years | ||||||
Customer relationships | Handy & Harman Ltd. (HNH) | SLI | |||||||
Business Acquisition [Line Items] | |||||||
Other intangible assets | 59,900 | ||||||
Backlog | Handy & Harman Ltd. (HNH) | Electromagnetic Enterprise (EME) | |||||||
Business Acquisition [Line Items] | |||||||
Other intangible assets | $ 1,200 | ||||||
Intangible useful life | 4 months | ||||||
Backlog | Handy & Harman Ltd. (HNH) | SLI | |||||||
Business Acquisition [Line Items] | |||||||
Other intangible assets | 6,900 | ||||||
Trade names | Handy & Harman Ltd. (HNH) | SLI | |||||||
Business Acquisition [Line Items] | |||||||
Other intangible assets | 14,700 | ||||||
Technology-based intangible assets | Handy & Harman Ltd. (HNH) | SLI | |||||||
Business Acquisition [Line Items] | |||||||
Other intangible assets | $ 10,700 | ||||||
Minimum | Handy & Harman Ltd. (HNH) | SLI | |||||||
Business Acquisition [Line Items] | |||||||
Intangible useful life | 10 years | ||||||
Minimum | Customer relationships | |||||||
Business Acquisition [Line Items] | |||||||
Intangible useful life | 10 years | ||||||
Minimum | Backlog | |||||||
Business Acquisition [Line Items] | |||||||
Intangible useful life | 2 months | ||||||
Minimum | Backlog | Handy & Harman Ltd. (HNH) | SLI | |||||||
Business Acquisition [Line Items] | |||||||
Intangible useful life | 2 months | ||||||
Maximum | Handy & Harman Ltd. (HNH) | SLI | |||||||
Business Acquisition [Line Items] | |||||||
Intangible useful life | 15 years | ||||||
Maximum | Customer relationships | |||||||
Business Acquisition [Line Items] | |||||||
Intangible useful life | 15 years | ||||||
Maximum | Backlog | |||||||
Business Acquisition [Line Items] | |||||||
Intangible useful life | 8 months | ||||||
Maximum | Backlog | Handy & Harman Ltd. (HNH) | SLI | |||||||
Business Acquisition [Line Items] | |||||||
Intangible useful life | 8 months | ||||||
Fair value adjustment to inventory | Handy & Harman Ltd. (HNH) | SLI | |||||||
Business Acquisition [Line Items] | |||||||
Operating income (loss) | $ (1,900) | ||||||
SLI | SPLP | |||||||
Business Acquisition [Line Items] | |||||||
Equity method ownership percentage | 25.10% | ||||||
Fair value of equity | $ 39,794 | ||||||
Fair value of equity (in dollars per share) | $ 40 |
ACQUISITIONS - 2015 Acquisition
ACQUISITIONS - 2015 Acquisitions (Details) $ / shares in Units, $ in Thousands | Jul. 31, 2015USD ($)shares | Jul. 02, 2015USD ($)$ / shares | Apr. 17, 2015USD ($) | Mar. 31, 2015USD ($) | Jan. 20, 2015USD ($)$ / sharesshares | Dec. 31, 2016USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Feb. 04, 2015£ / shares | Jan. 19, 2015 |
Business Acquisition [Line Items] | ||||||||||||
Goodwill | $ 167,423 | $ 170,115 | $ 167,423 | $ 101,853 | ||||||||
Goodwill impairment charges | $ 24,254 | 0 | 24,254 | 19,571 | ||||||||
Asset impairment charges | 2,028 | $ 18,668 | 68,092 | |||||||||
API Group PLC | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Fair value of consideration paid | $ 47,866 | |||||||||||
API Group PLC | Private company common stock | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Fair value of consideration paid | 22,861 | |||||||||||
Customer relationships | Minimum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible useful life | 10 years | |||||||||||
Customer relationships | Maximum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible useful life | 15 years | |||||||||||
SPH Holdings | WFH LLC (formerly CoSine) | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Equity method ownership percentage | 48.00% | |||||||||||
JPS Industries, Inc. | Handy & Harman Ltd. (HNH) | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Price per share (in dollars per share) | $ / shares | $ 11 | |||||||||||
Fair value of consideration paid | $ 114,493 | |||||||||||
Acquisition price, portion paid in cash | 70,255 | |||||||||||
Equity interest issued (in shares) | shares | 1,429,407 | |||||||||||
Value of shares issued | $ 48,700 | |||||||||||
Voting interest acquired (as a percent) | 100.00% | |||||||||||
Goodwill | 32,162 | |||||||||||
Goodwill not expected to be tax deductible | 24,100 | |||||||||||
Other intangible assets | 9,120 | |||||||||||
Pro forma net sales | 94,900 | $ 101,600 | 59,500 | |||||||||
Operating income (loss) | $ 5,000 | (32,100) | (2,200) | |||||||||
Goodwill impairment charges | 24,254 | |||||||||||
Asset impairment charges | $ 7,900 | |||||||||||
Property, plant and equipment | $ 45,384 | |||||||||||
JPS Industries, Inc. | Handy & Harman Ltd. (HNH) | Minimum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible useful life | 10 years | |||||||||||
JPS Industries, Inc. | Handy & Harman Ltd. (HNH) | Maximum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Intangible useful life | 15 years | |||||||||||
JPS Industries, Inc. | Handy & Harman Ltd. (HNH) | Trade names | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Other intangible assets | $ 4,300 | |||||||||||
JPS Industries, Inc. | Handy & Harman Ltd. (HNH) | Customer relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Other intangible assets | 3,100 | |||||||||||
JPS Industries, Inc. | Handy & Harman Ltd. (HNH) | Technology-based intangible assets | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Other intangible assets | 1,700 | |||||||||||
JPS Industries, Inc. | SPLP | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Fair value of equity | 44,238 | |||||||||||
JPS Industries, Inc. | SPH Group Holdings LLC | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Acquisition price, portion paid in cash | $ 4,510 | |||||||||||
CoSine Communications, Inc. (CoSine) | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Goodwill | $ 8,295 | |||||||||||
CoSine Communications, Inc. (CoSine) | Nathan's Famous, Inc. | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Fair value of consideration paid | 31,405 | |||||||||||
CoSine Communications, Inc. (CoSine) | API Technologies Corp. (API Tech) | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Fair value of consideration paid | 22,823 | |||||||||||
CoSine Communications, Inc. (CoSine) | SPH Holdings | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Price per share (in dollars per share) | £ / shares | £ 0.60 | |||||||||||
Fair value of consideration paid | $ 66,239 | |||||||||||
Fair value of equity | $ 12,011 | |||||||||||
Voting interest acquired (as a percent) | 80.00% | |||||||||||
Fair value of equity (in dollars per share) | $ / shares | $ 2.51 | |||||||||||
Net investment gains | $ 6,900 | |||||||||||
CoSine Communications, Inc. (CoSine) | SPH Holdings | Private company common stock | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of shares acquired (in shares) | shares | 16,500,000 | |||||||||||
CoSine Communications, Inc. (CoSine) | SPH Holdings | Preferred stock | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of shares acquired (in shares) | shares | 12,761 | |||||||||||
Dividend rate (as a percent) | 7.50% | |||||||||||
CoSine Communications, Inc. (CoSine) | SPH Holdings | API Group PLC | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of shares contributed (in shares) | shares | 24,807,203 | |||||||||||
CoSine Communications, Inc. (CoSine) | SPH Holdings | Nathan's Famous, Inc. | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number of shares contributed (in shares) | shares | 445,456 | |||||||||||
CoSine Communications, Inc. (CoSine) | SPH Holdings | BidCo | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Equity method ownership percentage | 98.00% | 98.00% | ||||||||||
CoSine Communications, Inc. (CoSine) | CoSine Communications, Inc. (CoSine) | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Fair value of consideration paid | $ 12,011 | |||||||||||
API Group PLC | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Fair value of consideration paid | 70,727 | |||||||||||
Goodwill | 22,749 | |||||||||||
Other intangible assets | 4,816 | |||||||||||
Property, plant and equipment | 42,238 | |||||||||||
API Group PLC | Trade names | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Other intangible assets | $ 5,200 | |||||||||||
Useful life | 10 years | |||||||||||
API Group PLC | Customer relationships | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Other intangible assets | $ 17,700 | |||||||||||
Useful life | 7 years | |||||||||||
ITW | OMG | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Fair value of consideration paid | $ 27,400 | |||||||||||
Goodwill | 21,268 | $ 21,268 | ||||||||||
Working capital adjustment | 400 | |||||||||||
Net working capital | 1,700 | 1,700 | ||||||||||
Property, plant and equipment | 100 | 100 | ||||||||||
Other intangibles | $ 4,400 | $ 4,400 | ||||||||||
Fair value adjustment to inventory | JPS Industries, Inc. | Handy & Harman Ltd. (HNH) | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Operating income (loss) | $ (3,400) |
ACQUISITIONS - Pro Forma Inform
ACQUISITIONS - Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition, Pro Forma Information [Abstract] | |||||||||||
Net income (loss) attributable to parent | $ (14,200) | $ 7,013 | $ 11,253 | $ (4,082) | $ (15,373) | $ 10,832 | $ 9,209 | $ 1,962 | $ (16) | $ 6,630 | $ 136,735 |
JPS, API, LSI, and EME | |||||||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||||||
Revenue | 1,296,850 | 1,357,820 | |||||||||
Net income from continuing operations attributable to common unitholders | $ 1,211 | $ 70,308 | |||||||||
Net income (loss) per common unit - basic (in dollars per share) | $ 0.12 | $ 2.96 | |||||||||
Net income (loss) per common unit - diluted (in dollars per share) | $ 0.12 | $ 2.95 | |||||||||
Acquisition-related costs | HNH, SLI and EME | |||||||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||||||
Net income (loss) attributable to parent | $ 9,200 | ||||||||||
Acquisition-related costs | HNH, JPS, SLI and API | |||||||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||||||
Net income (loss) attributable to parent | $ 8,572 | ||||||||||
Fair value adjustment to inventory | HNH, SLI and EME | |||||||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||||||
Net income (loss) attributable to parent | 1,900 | ||||||||||
Fair value adjustment to inventory | SL Industries, Inc. (SLI) | |||||||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||||||
Accelerated compensation cost | $ 1,900 | ||||||||||
Fair value adjustment to inventory | JPS and API | |||||||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||||||
Net income (loss) attributable to parent | $ 4,375 | ||||||||||
Minimum | Customer relationships | |||||||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||||||
Intangible useful life | 10 years | ||||||||||
Minimum | Backlog | |||||||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||||||
Intangible useful life | 2 months | ||||||||||
Maximum | Customer relationships | |||||||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||||||
Intangible useful life | 15 years | ||||||||||
Maximum | Backlog | |||||||||||
Business Acquisition, Pro Forma Information [Abstract] | |||||||||||
Intangible useful life | 8 months |
DIVESTITURES AND ASSET IMPAIR66
DIVESTITURES AND ASSET IMPAIRMENT CHARGES - Results of Discontinued Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Results of Discontinued Operations | |||
Total revenue | $ 5,952 | ||
Net income from operations | $ 0 | $ 0 | 565 |
Net loss from operations after taxes and noncontrolling interests | (1,111) | ||
Gain on sale of discontinued operations after taxes and noncontrolling interests | $ 56,659 |
DIVESTITURES AND ASSET IMPAIR67
DIVESTITURES AND ASSET IMPAIRMENT CHARGES - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||
Jan. 31, 2017 | Oct. 31, 2016 | Apr. 30, 2016 | Jun. 30, 2017 | Mar. 31, 2017 | Sep. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 18, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Proceeds from sale | $ 0 | $ 0 | $ 155,517 | ||||||||
Impairments | 2,028 | 7,202 | 65,378 | ||||||||
Asset impairment charges | $ 2,028 | 18,668 | $ 68,092 | ||||||||
Handy & Harman Ltd. (HNH) | Arlon LLC | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Sales price | $ 157,000 | ||||||||||
JPS Slater, South Carolina operations | Handy & Harman Ltd. (HNH) | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Asset impairment charges | $ 7,900 | ||||||||||
Lucas-Milhaupt Gliwice, Poland operations | Handy & Harman Ltd. (HNH) | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Asset impairment charges | $ 3,557 | ||||||||||
Property, plant and equipment | JPS Slater, South Carolina operations | Handy & Harman Ltd. (HNH) | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Asset impairment charges | 6,600 | ||||||||||
Property, plant and equipment | Lucas-Milhaupt Gliwice, Poland operations | Handy & Harman Ltd. (HNH) | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Asset impairment charges | 1,500 | ||||||||||
Finite-lived intangible assets | JPS Slater, South Carolina operations | Handy & Harman Ltd. (HNH) | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Asset impairment charges | 400 | ||||||||||
Inventories | JPS Slater, South Carolina operations | Handy & Harman Ltd. (HNH) | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Asset impairment charges | $ 900 | ||||||||||
Inventories | Lucas-Milhaupt Gliwice, Poland operations | Handy & Harman Ltd. (HNH) | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Asset impairment charges | $ 500 | ||||||||||
Certain unused property, Norristown, PA | Handy & Harman Ltd. (HNH) | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Impairment of real estate | 1,398 | ||||||||||
Certain unused property, Norristown, PA | DGT Holdings Corp. | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Asset impairment charges | $ 1,316 | ||||||||||
Disposal group, disposed of by sale, not discontinued operations | Handy & Harman Ltd. (HNH) | Micro-Tube Fabricators, Inc | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Sales price | $ 2,500 | ||||||||||
Gain (loss) on sale | (400) | ||||||||||
Proceeds from sale | $ 2,000 | ||||||||||
Note receivable, interest rate | 5.00% | ||||||||||
Range of outcomes, high value | $ 1,000 | ||||||||||
Disposal group, disposed of by sale, not discontinued operations | Handy & Harman Ltd. (HNH) | JPS Slater, South Carolina operations | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Proceeds from sale | $ 3,500 | ||||||||||
Disposal group, disposed of by sale, not discontinued operations | API | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Sales price | $ 8,000 | ||||||||||
Gain (loss) on sale | $ 2,800 | ||||||||||
Disposal group, disposed of by sale, not discontinued operations | API | Salford, UK facility | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Sales price | $ 5,000 | ||||||||||
Gain (loss) on sale | $ 450 | ||||||||||
Disposal group, disposed of by sale, not discontinued operations | API | Rahway, NJ. facility | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Sales price | $ 7,500 | ||||||||||
Gain (loss) on sale | $ 200 | ||||||||||
Subordinated promissory note receivable | Disposal group, disposed of by sale, not discontinued operations | Handy & Harman Ltd. (HNH) | Micro-Tube Fabricators, Inc | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Sales price | 500 | ||||||||||
Gain (loss) on sale | $ 755 |
LOANS RECEIVABLE, INCLUDING L68
LOANS RECEIVABLE, INCLUDING LOANS HELD FOR SALE - Loans Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Loans receivable | ||||
Loans held for sale | $ 138,532 | $ 74,239 | ||
Current | 50,706 | 12,051 | ||
Non-current | $ 87,826 | $ 62,188 | ||
Percentage of Total Loans Outstanding | ||||
Current | 100.00% | 100.00% | ||
Allowance for loan losses | ||||
Total | $ (5,237) | $ (1,483) | $ (630) | $ (557) |
Current | (5,237) | (1,483) | ||
Non-current | 0 | 0 | ||
Total loans receivable, net | ||||
Total | 133,295 | 72,756 | ||
Loans receivable, current | 45,469 | 10,568 | ||
Loans receivable, non-current | 87,826 | 62,188 | ||
Loans receivable, including loans held for sale (a) | ||||
Loans receivable, including loans held for sale | 182,242 | 91,260 | ||
Loans receivable, including held for sale, noncurrent | 87,826 | 62,188 | ||
Pledged as collateral | 57,436 | 47,237 | ||
Loans held for sale | ||||
Loans receivable | ||||
Loans held for sale | 136,773 | 80,692 | ||
Current | 136,773 | 80,692 | ||
Non-current | 0 | 0 | ||
Commercial real estate loans | ||||
Loans receivable | ||||
Loans held for sale | 568 | 870 | ||
Current | 20 | 43 | ||
Non-current | $ 548 | $ 827 | ||
Percentage of Total Loans Outstanding | ||||
Current | 1.00% | 1.00% | ||
Commercial and industrial | ||||
Loans receivable | ||||
Loans held for sale | $ 84,726 | $ 50,564 | ||
Current | 28,315 | 3,059 | ||
Non-current | $ 56,411 | $ 47,505 | ||
Percentage of Total Loans Outstanding | ||||
Current | 61.00% | 68.00% | ||
Loans receivable, including loans held for sale (a) | ||||
Unamortized premiums | $ 1 | $ 2 | ||
Unamortized discount | 507 | 418 | ||
Consumer loans | ||||
Loans receivable | ||||
Loans held for sale | 53,238 | 22,805 | ||
Current | 22,371 | 8,949 | ||
Non-current | $ 30,867 | $ 13,856 | ||
Percentage of Total Loans Outstanding | ||||
Current | 38.00% | 31.00% | ||
WebBank | ||||
Loans receivable, including loans held for sale (a) | ||||
Servicing asset | $ 3,125 | $ 3,535 | ||
Fair value | ||||
Loans receivable, including loans held for sale (a) | ||||
Loans receivable, net | $ 270,068 | $ 153,488 |
LOANS RECEIVABLE, INCLUDING L69
LOANS RECEIVABLE, INCLUDING LOANS HELD FOR SALE - Allowance for Loan and Lease Losses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Financing Receivable, Allowance for Credit Losses [Line Items] | |||
Period after which loans are placed on nonaccrual status | 180 days | ||
Financing Receivable, Allowance for Credit Losses [Roll Forward] | |||
Beginning balance | $ 1,483 | $ 630 | $ 557 |
Charge-offs | (2,147) | 0 | 0 |
Recoveries | 262 | 79 | 123 |
Provision | 5,639 | 774 | (50) |
Ending balance | 5,237 | 1,483 | 630 |
Commercial real estate loans | |||
Financing Receivable, Allowance for Credit Losses [Roll Forward] | |||
Beginning balance | 29 | 48 | 76 |
Charge-offs | 0 | 0 | 0 |
Recoveries | 17 | 49 | 69 |
Provision | (33) | (68) | (97) |
Ending balance | 13 | 29 | 48 |
Commercial and industrial | |||
Financing Receivable, Allowance for Credit Losses [Roll Forward] | |||
Beginning balance | 880 | 582 | 481 |
Charge-offs | (933) | 0 | 0 |
Recoveries | 142 | 30 | 54 |
Provision | 2,711 | 268 | 47 |
Ending balance | 2,800 | 880 | 582 |
Consumer loans | |||
Financing Receivable, Allowance for Credit Losses [Roll Forward] | |||
Beginning balance | 574 | 0 | 0 |
Charge-offs | (1,214) | 0 | 0 |
Recoveries | 103 | 0 | 0 |
Provision | 2,961 | 574 | 0 |
Ending balance | $ 2,424 | $ 574 | $ 0 |
LOANS RECEIVABLE, INCLUDING L70
LOANS RECEIVABLE, INCLUDING LOANS HELD FOR SALE - Allowance for Loan and Lease Losses and Outstanding Loans (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Receivable [Line Items] | ||||
Allowance for loan losses, individually evaluated for impairment | $ 39 | $ 53 | ||
Allowance for loan losses, collectively evaluated for impairment | 5,198 | 1,430 | ||
Total | 5,237 | 1,483 | $ 630 | $ 557 |
Outstanding loan balances, individually evaluated for impairment | 57 | 71 | ||
Outstanding loan balances, collectively evaluated for impairment | 138,475 | 74,168 | ||
Total loans | 138,532 | 74,239 | ||
Commercial real estate loans | ||||
Receivable [Line Items] | ||||
Allowance for loan losses, individually evaluated for impairment | 1 | 7 | ||
Allowance for loan losses, collectively evaluated for impairment | 12 | 22 | ||
Total | 13 | 29 | 48 | 76 |
Outstanding loan balances, individually evaluated for impairment | 16 | 17 | ||
Outstanding loan balances, collectively evaluated for impairment | 552 | 853 | ||
Total loans | 568 | 870 | ||
Commercial and industrial | ||||
Receivable [Line Items] | ||||
Allowance for loan losses, individually evaluated for impairment | 38 | 46 | ||
Allowance for loan losses, collectively evaluated for impairment | 2,762 | 834 | ||
Total | 2,800 | 880 | 582 | 481 |
Outstanding loan balances, individually evaluated for impairment | 41 | 54 | ||
Outstanding loan balances, collectively evaluated for impairment | 84,685 | 50,510 | ||
Total loans | 84,726 | 50,564 | ||
Consumer loans | ||||
Receivable [Line Items] | ||||
Allowance for loan losses, individually evaluated for impairment | 0 | |||
Allowance for loan losses, collectively evaluated for impairment | 2,424 | 574 | ||
Total | 2,424 | 574 | $ 0 | $ 0 |
Outstanding loan balances, individually evaluated for impairment | 0 | 0 | ||
Outstanding loan balances, collectively evaluated for impairment | 53,238 | 22,805 | ||
Total loans | $ 53,238 | $ 22,805 |
LOANS RECEIVABLE, INCLUDING L71
LOANS RECEIVABLE, INCLUDING LOANS HELD FOR SALE - Nonaccrual and Past Due Loans (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Receivable [Line Items] | ||
Current | $ 134,190,000 | $ 74,179,000 |
Total past due | 4,342,000 | 60,000 |
Total | 138,532,000 | 74,239,000 |
Recorded investment in accruing loans greater than 90 days past due | 2,658,000 | 3,000 |
Nonaccrual loans that are current | 0 | 0 |
Financing receivable unpaid principal balance threshold for evaluation | 100,000 | |
30-89 Days Past Due | ||
Receivable [Line Items] | ||
Total past due | 1,684,000 | 57,000 |
90 Days Past Due | ||
Receivable [Line Items] | ||
Total past due | 2,658,000 | 3,000 |
Commercial real estate loans | ||
Receivable [Line Items] | ||
Current | 568,000 | 870,000 |
Total past due | 0 | 0 |
Total | 568,000 | 870,000 |
Recorded investment in accruing loans greater than 90 days past due | 0 | 0 |
Nonaccrual loans that are current | 0 | 0 |
Commercial real estate loans | 30-89 Days Past Due | ||
Receivable [Line Items] | ||
Total past due | 0 | 0 |
Commercial real estate loans | 90 Days Past Due | ||
Receivable [Line Items] | ||
Total past due | $ 0 | 0 |
Commercial and industrial | ||
Receivable [Line Items] | ||
Period after which loans are reported as past due | 90 days | |
Current | $ 81,101,000 | 50,564,000 |
Total past due | 3,625,000 | 0 |
Total | 84,726,000 | 50,564,000 |
Recorded investment in accruing loans greater than 90 days past due | 2,551,000 | 0 |
Nonaccrual loans that are current | 0 | 0 |
Commercial and industrial | 30-89 Days Past Due | ||
Receivable [Line Items] | ||
Total past due | 1,074,000 | 0 |
Commercial and industrial | 90 Days Past Due | ||
Receivable [Line Items] | ||
Total past due | $ 2,551,000 | 0 |
Consumer loans | ||
Receivable [Line Items] | ||
Period after which loans are reported as past due | 90 days | |
Current | $ 52,521,000 | 22,745,000 |
Total past due | 717,000 | 60,000 |
Total | 53,238,000 | 22,805,000 |
Recorded investment in accruing loans greater than 90 days past due | 107,000 | 3,000 |
Nonaccrual loans that are current | 0 | 0 |
Consumer loans | 30-89 Days Past Due | ||
Receivable [Line Items] | ||
Total past due | 610,000 | 57,000 |
Consumer loans | 90 Days Past Due | ||
Receivable [Line Items] | ||
Total past due | $ 107,000 | $ 3,000 |
LOANS RECEIVABLE, INCLUDING L72
LOANS RECEIVABLE, INCLUDING LOANS HELD FOR SALE - Outstanding Loans (Accruing and Nonaccruing) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Receivable [Line Items] | ||
Total Loans | $ 138,532 | $ 74,239 |
Commercial real estate loans | ||
Receivable [Line Items] | ||
Total Loans | 568 | 870 |
Commercial and industrial | ||
Receivable [Line Items] | ||
Total Loans | 84,726 | 50,564 |
Consumer loans | ||
Receivable [Line Items] | ||
Total Loans | 53,238 | 22,805 |
Non-Graded | ||
Receivable [Line Items] | ||
Total Loans | 78,320 | 22,805 |
Non-Graded | Commercial real estate loans | ||
Receivable [Line Items] | ||
Total Loans | 0 | 0 |
Non-Graded | Commercial and industrial | ||
Receivable [Line Items] | ||
Total Loans | 25,082 | 0 |
Non-Graded | Consumer loans | ||
Receivable [Line Items] | ||
Total Loans | 53,238 | 22,805 |
Pass | ||
Receivable [Line Items] | ||
Total Loans | 56,838 | 46,784 |
Pass | Commercial real estate loans | ||
Receivable [Line Items] | ||
Total Loans | 552 | 853 |
Pass | Commercial and industrial | ||
Receivable [Line Items] | ||
Total Loans | 56,286 | 45,931 |
Pass | Consumer loans | ||
Receivable [Line Items] | ||
Total Loans | 0 | 0 |
Special Mention | ||
Receivable [Line Items] | ||
Total Loans | 3,317 | 4,579 |
Special Mention | Commercial real estate loans | ||
Receivable [Line Items] | ||
Total Loans | 0 | 0 |
Special Mention | Commercial and industrial | ||
Receivable [Line Items] | ||
Total Loans | 3,317 | 4,579 |
Special Mention | Consumer loans | ||
Receivable [Line Items] | ||
Total Loans | 0 | 0 |
Sub- standard | ||
Receivable [Line Items] | ||
Total Loans | 57 | 71 |
Sub- standard | Commercial real estate loans | ||
Receivable [Line Items] | ||
Total Loans | 16 | 17 |
Sub- standard | Commercial and industrial | ||
Receivable [Line Items] | ||
Total Loans | 41 | 54 |
Sub- standard | Consumer loans | ||
Receivable [Line Items] | ||
Total Loans | 0 | 0 |
Doubtful | ||
Receivable [Line Items] | ||
Total Loans | 0 | 0 |
Doubtful | Commercial real estate loans | ||
Receivable [Line Items] | ||
Total Loans | 0 | 0 |
Doubtful | Commercial and industrial | ||
Receivable [Line Items] | ||
Total Loans | 0 | 0 |
Doubtful | Consumer loans | ||
Receivable [Line Items] | ||
Total Loans | $ 0 | $ 0 |
LOANS RECEIVABLE, INCLUDING L73
LOANS RECEIVABLE, INCLUDING LOANS HELD FOR SALE - Impaired Loans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Receivable [Line Items] | |||
Interest on impaired loans | $ 4 | $ 78 | $ 86 |
Unpaid Principal Balance | 57 | 71 | |
Recorded investment with no allowance | 3 | 8 | |
Recorded investment with allowance | 54 | 63 | |
Total recorded investment | 57 | 71 | |
Related Allowance | 39 | 53 | |
Average Recorded Investment | 30 | 3,929 | |
Commercial real estate loans | |||
Receivable [Line Items] | |||
Unpaid Principal Balance | 16 | 17 | |
Recorded investment with no allowance | 0 | 0 | |
Recorded investment with allowance | 16 | 17 | |
Total recorded investment | 16 | 17 | |
Related Allowance | 1 | 7 | |
Average Recorded Investment | 16 | 655 | |
Commercial and industrial | |||
Receivable [Line Items] | |||
Unpaid Principal Balance | 41 | 54 | |
Recorded investment with no allowance | 3 | 8 | |
Recorded investment with allowance | 38 | 46 | |
Total recorded investment | 41 | 54 | |
Related Allowance | 38 | 46 | |
Average Recorded Investment | $ 14 | $ 3,274 |
INVENTORIES, NET - Summary of I
INVENTORIES, NET - Summary of Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Finished products | $ 49,053 | $ 42,824 |
In-process | 25,037 | 19,160 |
Raw materials | 53,015 | 42,881 |
Fine and fabricated precious metal in various stages of completion | 16,757 | 15,019 |
Inventory, before LIFO reserve | 143,862 | 119,884 |
LIFO reserve | (1,227) | (679) |
Total | $ 142,635 | $ 119,205 |
INVENTORIES, NET - Narrative (D
INVENTORIES, NET - Narrative (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Sep. 30, 2017 |
Inventory Disclosure [Abstract] | ||
Consignment inventory | $ 29,500 | |
Inventory held on consignment, silver | $ 8,100 |
INVENTORIES, NET - Supplemental
INVENTORIES, NET - Supplemental Inventory Information (Details) $ in Thousands | Dec. 31, 2017USD ($)$ / oz | Dec. 31, 2016USD ($)$ / oz |
Inventory Disclosure [Abstract] | ||
Precious metals stated at LIFO cost | $ | $ 4,897 | $ 5,001 |
Precious metals stated under non-LIFO cost methods, primarily at fair value | $ | $ 10,633 | $ 9,339 |
Market value per ounce, Silver (in dollars per ounce) | 17.01 | 16.05 |
Market value per ounce, Gold (in dollars per ounce) | 1,296.50 | 1,159.10 |
Market value per ounce, Palladium (in dollars per ounce) | 1,056 | 676 |
GOODWILL AND OTHER INTANGIBLE77
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Goodwill Roll Forward (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill [Roll Forward] | ||||
Gross goodwill | $ 256,467 | $ 166,643 | ||
Accumulated impairments | (89,044) | (64,790) | ||
Net goodwill | 167,423 | 101,853 | ||
Acquisitions | 758 | 92,177 | ||
Impairment | $ (24,254) | 0 | (24,254) | $ (19,571) |
Currency translation adjustment | 1,504 | (2,508) | ||
Other adjustments | 430 | 155 | ||
Gross goodwill | 256,467 | 259,159 | 256,467 | 166,643 |
Accumulated impairments | (89,044) | (89,044) | (89,044) | (64,790) |
Net goodwill | 167,423 | 170,115 | 167,423 | 101,853 |
Diversified Industrial | ||||
Goodwill [Roll Forward] | ||||
Gross goodwill | 191,596 | 101,772 | ||
Accumulated impairments | (24,254) | 0 | ||
Net goodwill | 167,342 | 101,772 | ||
Acquisitions | 0 | 92,177 | ||
Impairment | (24,254) | |||
Currency translation adjustment | 1,504 | (2,508) | ||
Other adjustments | 430 | 155 | ||
Gross goodwill | 191,596 | 193,530 | 191,596 | 101,772 |
Accumulated impairments | (24,254) | (24,254) | (24,254) | 0 |
Net goodwill | 167,342 | 169,276 | 167,342 | 101,772 |
Energy | ||||
Goodwill [Roll Forward] | ||||
Gross goodwill | 64,790 | 64,790 | ||
Accumulated impairments | (64,790) | (64,790) | ||
Net goodwill | 0 | 0 | ||
Acquisitions | 758 | 0 | ||
Impairment | 0 | (19,571) | ||
Currency translation adjustment | 0 | 0 | ||
Other adjustments | 0 | 0 | ||
Gross goodwill | 64,790 | 65,548 | 64,790 | 64,790 |
Accumulated impairments | (64,790) | (64,790) | (64,790) | (64,790) |
Net goodwill | 0 | 758 | 0 | 0 |
Corporate and Other | ||||
Goodwill [Roll Forward] | ||||
Gross goodwill | 81 | 81 | ||
Accumulated impairments | 0 | 0 | ||
Net goodwill | 81 | 81 | ||
Acquisitions | 0 | 0 | ||
Impairment | 0 | |||
Currency translation adjustment | 0 | 0 | ||
Other adjustments | 0 | 0 | ||
Gross goodwill | 81 | 81 | 81 | 81 |
Accumulated impairments | 0 | 0 | 0 | 0 |
Net goodwill | $ 81 | $ 81 | $ 81 | $ 81 |
GOODWILL AND OTHER INTANGIBLE78
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Summary of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount, finite and indefinite-lived intangible assets | $ 319,003 | $ 317,206 | |
Accumulated amortization | 119,686 | 89,994 | |
Net, finite-lived intangible assets | 191,297 | ||
Net, finite-lived intangible assets | 199,317 | 227,212 | |
Indefinite-Lived Intangible Assets (Excluding Goodwill) [Abstract] | |||
Trademarks with indefinite lives | 8,020 | 8,020 | |
Amortization expense | 29,743 | 31,358 | $ 16,258 |
Customer relationships | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount, finite-lived intangible assets | 222,277 | 220,890 | |
Accumulated amortization | 80,952 | 57,978 | |
Net, finite-lived intangible assets | 141,325 | 162,912 | |
Trademarks, trade names and brand names | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount, finite and indefinite-lived intangible assets | 52,356 | 51,717 | |
Accumulated amortization | 14,996 | 11,682 | |
Net, finite-lived intangible assets | 29,340 | ||
Net, finite-lived intangible assets | 37,360 | 40,035 | |
Developed technology, patents and patent applications | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount, finite-lived intangible assets | 28,239 | 27,947 | |
Accumulated amortization | 11,756 | 9,332 | |
Net, finite-lived intangible assets | 16,483 | 18,615 | |
Other | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount, finite-lived intangible assets | 16,131 | 16,652 | |
Accumulated amortization | 11,982 | 11,002 | |
Net, finite-lived intangible assets | $ 4,149 | $ 5,650 |
GOODWILL AND OTHER INTANGIBLE79
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Estimated Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Estimated Intangible Amortization Expense | ||
2,018 | $ 26,753 | |
2,019 | 22,895 | |
2,020 | 21,337 | |
2,021 | 19,608 | |
2,022 | 15,778 | |
Thereafter | 84,926 | |
Net, finite-lived intangible assets | 191,297 | |
Customer Relationships | ||
Estimated Intangible Amortization Expense | ||
2,018 | 20,730 | |
2,019 | 17,241 | |
2,020 | 16,125 | |
2,021 | 14,523 | |
2,022 | 11,242 | |
Thereafter | 61,464 | |
Net, finite-lived intangible assets | 141,325 | $ 162,912 |
Trademarks, Trade Names and Brand Names | ||
Estimated Intangible Amortization Expense | ||
2,018 | 2,808 | |
2,019 | 2,484 | |
2,020 | 2,484 | |
2,021 | 2,484 | |
2,022 | 2,478 | |
Thereafter | 16,602 | |
Net, finite-lived intangible assets | 29,340 | |
Developed technology, patents and patent applications | ||
Estimated Intangible Amortization Expense | ||
2,018 | 2,410 | |
2,019 | 2,410 | |
2,020 | 1,998 | |
2,021 | 1,878 | |
2,022 | 1,849 | |
Thereafter | 5,938 | |
Net, finite-lived intangible assets | 16,483 | 18,615 |
Other | ||
Estimated Intangible Amortization Expense | ||
2,018 | 805 | |
2,019 | 760 | |
2,020 | 730 | |
2,021 | 723 | |
2,022 | 209 | |
Thereafter | 922 | |
Net, finite-lived intangible assets | $ 4,149 | $ 5,650 |
PROPERTY, PLANT AND EQUIPMENT80
PROPERTY, PLANT AND EQUIPMENT, NET - Summary of Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 462,790 | $ 413,607 | |
Accumulated depreciation | (190,799) | (152,195) | |
Property, plant and equipment, net | 271,991 | 261,412 | |
Depreciation | 42,193 | 39,188 | $ 32,302 |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 18,674 | 16,859 | |
Buildings and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 74,662 | 71,154 | |
Machinery, equipment and other | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 352,276 | 302,658 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 17,178 | $ 22,936 |
INVESTMENTS - Marketable Securi
INVESTMENTS - Marketable Securities (Details) - Steel Excel - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Available-for-sale securities | |||
Marketable securities sold during period | $ 16,596 | $ 60,600 | $ 43,300 |
Available-for-sale securities | |||
Available-for-sale securities | |||
Cost | 80,222 | 120,015 | |
Gross unrealized gains | 16,568 | 7,599 | |
Gross unrealized losses | (2,643) | (694) | |
Fair value | 94,147 | 126,920 | |
Amounts classified as cash equivalents | |||
Available-for-sale securities | |||
Cost | 35,834 | 73,270 | |
Gross unrealized gains | 0 | 0 | |
Gross unrealized losses | 0 | 0 | |
Fair value | 35,834 | 73,270 | |
Amounts classified as marketable securities | |||
Available-for-sale securities | |||
Cost | 44,388 | 46,745 | |
Gross unrealized gains | 16,568 | 7,599 | |
Gross unrealized losses | (2,643) | (694) | |
Fair value | 58,313 | 53,650 | |
Short-term deposits | Available-for-sale securities | |||
Available-for-sale securities | |||
Cost | 35,834 | 73,270 | |
Gross unrealized gains | 0 | 0 | |
Gross unrealized losses | 0 | 0 | |
Fair value | 35,834 | 73,270 | |
Mutual funds | Available-for-sale securities | |||
Available-for-sale securities | |||
Cost | 12,077 | 11,997 | |
Gross unrealized gains | 4,675 | 2,279 | |
Gross unrealized losses | 0 | 0 | |
Fair value | 16,752 | 14,276 | |
Corporate securities | Available-for-sale securities | |||
Available-for-sale securities | |||
Cost | 32,311 | 17,516 | |
Gross unrealized gains | 11,893 | 4,586 | |
Gross unrealized losses | (2,643) | (586) | |
Fair value | 41,561 | 21,516 | |
Corporate obligations | Available-for-sale securities | |||
Available-for-sale securities | |||
Cost | 0 | 17,232 | |
Gross unrealized gains | 0 | 734 | |
Gross unrealized losses | 0 | (108) | |
Fair value | $ 0 | $ 17,858 |
INVESTMENTS - Gross Unrealized
INVESTMENTS - Gross Unrealized Gains and Losses (Details) - Steel Excel - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule of Available-for-sale Securities [Line Items] | |||
Gross realized gains | $ 637 | $ 4,771 | $ 12,053 |
Gross realized losses | (545) | (1,483) | (6,806) |
Realized gains, net | $ 92 | $ 3,288 | $ 5,247 |
INVESTMENTS - Unrealized Losses
INVESTMENTS - Unrealized Losses, Timing (Details) - Steel Excel - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 Months, Fair Value | $ 5,801 | $ 14,797 |
Less than 12 Months, Gross Unrealized Losses | (2,558) | (492) |
12 Months or Greater, Fair Value | 398 | 662 |
12 Months or Greater, Gross Unrealized Losses | (85) | (202) |
Total, Fair Value | 6,199 | 15,459 |
Total, Gross Unrealized Losses | (2,643) | (694) |
Recognized asset impairment charges | 2,028 | 4,200 |
Corporate securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 Months, Fair Value | 5,801 | 2,316 |
Less than 12 Months, Gross Unrealized Losses | (2,558) | (384) |
12 Months or Greater, Fair Value | 398 | 662 |
12 Months or Greater, Gross Unrealized Losses | (85) | (202) |
Total, Fair Value | 6,199 | 2,978 |
Total, Gross Unrealized Losses | $ (2,643) | (586) |
Corporate obligations | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 Months, Fair Value | 12,481 | |
Less than 12 Months, Gross Unrealized Losses | (108) | |
12 Months or Greater, Fair Value | 0 | |
12 Months or Greater, Gross Unrealized Losses | 0 | |
Total, Fair Value | 12,481 | |
Total, Gross Unrealized Losses | $ (108) |
INVESTMENTS - Long-Term Investm
INVESTMENTS - Long-Term Investments (Details) - USD ($) | Dec. 15, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Long-term Investments | ||||
(Income) Loss Recorded in Statements of Operations | $ 790,000 | $ 3,288,000 | $ 32,466,000 | |
Equity method investments carried at fair value: | ||||
Long-term investments carried at fair value | 233,360,000 | 117,016,000 | ||
Other equity method investments carried at cost [Abstract] | ||||
Total long-term investments balance | 236,144,000 | 120,066,000 | ||
Total long-term investment (income) loss recorded in statements of operations | (16,888,000) | (4,085,000) | 31,777,000 | |
SPII Liquidating Trusts | ||||
Long-term Investments | ||||
Long-Term Investments Balance | 0 | 0 | ||
(Income) Loss Recorded in Statements of Operations | $ 0 | $ 0 | (361,000) | |
Steel Connect, Inc (STCN) | ||||
Equity method investments carried at fair value: | ||||
Ownership % | 30.40% | 32.90% | ||
Long-Term Investments Balance | $ 45,275,000 | $ 26,547,000 | ||
(Income) Loss Recorded in Statements of Operations | $ (15,700,000) | $ 13,575,000 | 16,743,000 | |
Aviat Networks, Inc. (Aviat) | ||||
Equity method investments carried at fair value: | ||||
Ownership % | 12.70% | 12.70% | ||
Long-Term Investments Balance | $ 10,168,000 | $ 9,269,000 | ||
(Income) Loss Recorded in Statements of Operations | $ (899,000) | $ (3,094,000) | 4,682,000 | |
Other | ||||
Equity method investments carried at fair value: | ||||
Ownership % | 43.80% | 43.80% | ||
Long-Term Investments Balance | $ 1,223,000 | $ 1,223,000 | ||
(Income) Loss Recorded in Statements of Operations | $ 0 | $ 708,000 | 232,000 | |
SL Industries, Inc. (SLI) | ||||
Equity method investments carried at fair value: | ||||
Ownership % | 100.00% | 100.00% | ||
Long-Term Investments Balance | $ 0 | $ 0 | ||
(Income) Loss Recorded in Statements of Operations | $ 0 | $ (8,078,000) | 7,083,000 | |
JPS Industries, Inc. (JPS) | ||||
Equity method investments carried at fair value: | ||||
Ownership % | 100.00% | 100.00% | ||
Long-Term Investments Balance | $ 0 | $ 0 | ||
(Income) Loss Recorded in Statements of Operations | $ 0 | $ 0 | (5,831,000) | |
API Technologies Corp. (API Tech) | ||||
Equity method investments carried at fair value: | ||||
Ownership % | 0.00% | 0.00% | ||
Long-Term Investments Balance | $ 0 | $ 0 | ||
(Income) Loss Recorded in Statements of Operations | 0 | (7,089,000) | 8,576,000 | |
Other equity method investments carried at cost (f) | ||||
Equity method investments carried at fair value: | ||||
(Income) Loss Recorded in Statements of Operations | 306,000 | 239,000 | 3,446,000 | |
Other equity method investments carried at cost [Abstract] | ||||
Long-Term Investments Balance | $ 2,784,000 | 3,050,000 | ||
iGo, Inc. | ||||
Equity method investments carried at fair value: | ||||
Ownership % | 45.00% | |||
Other equity method investments carried at cost [Abstract] | ||||
Long-Term Investments Balance | $ 3,400,000 | 3,700,000 | ||
API Optix s.r.o | ||||
Equity method investments carried at fair value: | ||||
Ownership % | 50.00% | |||
Other (expenses) income, net | ||||
Other equity method investments carried at cost [Abstract] | ||||
Gross realized gains | 27,275,000 | |||
Gross realized losses | 56,000 | |||
Corporate securities | ||||
Other equity method investments carried at cost [Abstract] | ||||
Available-for-sale cost basis | $ 12,250,000 | 12,250,000 | ||
Gross unrealized gains | 119,057,000 | 63,358,000 | ||
Corporate securities | Net investment gains (losses) | ||||
Long-term Investments | ||||
Long-Term Investments Balance | 131,307,000 | 75,608,000 | ||
(Income) Loss Recorded in Statements of Operations | 0 | 0 | (4,449,000) | |
Corporate obligations | ||||
Other equity method investments carried at cost [Abstract] | ||||
Available-for-sale cost basis | 8,903,000 | 3,480,000 | ||
Gross unrealized gains | 1,484,000 | 870,000 | ||
Corporate obligations | Net investment gains (losses) | Steel Connect, Inc (STCN) | ||||
Long-term Investments | ||||
Long-Term Investments Balance | 10,387,000 | 4,350,000 | ||
(Income) Loss Recorded in Statements of Operations | (614,000) | (870,000) | 0 | |
Preferred stock | Steel Connect, Inc (STCN) | ||||
Long-term Investments | ||||
Long-Term Investments Balance | 35,000,000 | 0 | ||
(Income) Loss Recorded in Statements of Operations | 0 | 0 | 0 | |
Other equity method investments carried at cost [Abstract] | ||||
Payments to equity investment | $ 35,000,000 | |||
Conversion price (in dollars per share) | $ 1.96 | |||
Conversion of equity investments, ownership percentage if converted | 46.00% | |||
Warrant | Steel Connect, Inc (STCN) | ||||
Long-term Investments | ||||
Long-Term Investments Balance | 0 | 19,000 | ||
(Income) Loss Recorded in Statements of Operations | 19,000 | 524,000 | 1,656,000 | |
Available-for-sale securities, non-current | ||||
Other equity method investments carried at cost [Abstract] | ||||
Proceeds from sale of available-for-sale securities | $ 0 | $ 0 | 33,582,000 | |
CoSine | Nathan's Famous, Inc. | ||||
Other equity method investments carried at cost [Abstract] | ||||
Dividend | 5,500,000 | |||
Other than temporary impairment | $ 5,500,000 |
INVESTMENTS - Equity Method Inv
INVESTMENTS - Equity Method Investments (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | ||||
Apr. 30, 2016 | Jan. 31, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2013 | |
ModusLink | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Number of warrants purchased (in shares) | 2,000,000 | ||||
Exercise price of warrants (in dollars per unit) | $ 5 | ||||
Aviat Networks, Inc. (Aviat) | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Reclassification of unrealized gains (losses) on available-for-sale securities | $ (2,800) | ||||
Equity method ownership percentage | 12.70% | 12.70% | |||
API Technologies Corp. (API Tech) | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity method ownership percentage | 0.00% | 0.00% | |||
iGo, Inc. | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity method investments | $ 3,400 | $ 3,700 | |||
Equity method ownership percentage | 45.00% | ||||
API Optix s.r.o | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity method ownership percentage | 50.00% | ||||
Steel Excel | API Technologies Corp. (API Tech) | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Proceeds from sale (in dollars per share) | $ 2 | ||||
Net proceeds from sale, if sold | $ 22,900 |
INVESTMENTS - Additional Disclo
INVESTMENTS - Additional Disclosures Related to Associated Company Financial Statements (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Summary of Balance Sheet Amounts [Abstract] | |||
Current assets | $ 257,846 | $ 317,014 | |
Non-current assets | 23,452 | 28,169 | |
Total assets | 281,298 | 345,183 | |
Current liabilities | 149,155 | 200,966 | |
Non-current liabilities | 69,172 | 67,483 | |
Total liabilities | 218,327 | 268,449 | |
Equity | 62,971 | 76,734 | |
Total liabilities and equity | 281,298 | 345,183 | |
Summary Income Statement Amounts [Abstract] | |||
Revenue | 436,620 | 541,540 | $ 780,040 |
Gross profit | 36,365 | 43,589 | 119,148 |
Loss from continuing operations | (24,409) | (48,801) | (20,471) |
Net loss after noncontrolling interests | $ (25,827) | $ (50,007) | $ (16,371) |
INVESTMENTS - Other Investments
INVESTMENTS - Other Investments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule of Equity Method Investments [Line Items] | |||
Promissory note | $ 138,532 | $ 74,239 | |
Realized gain on non-monetary exchange | 0 | 0 | $ 9,268 |
Steel Excel | |||
Schedule of Equity Method Investments [Line Items] | |||
Promissory note | 3,000 | ||
WebBank | |||
Schedule of Equity Method Investments [Line Items] | |||
Held-to-maturity securities | 32,816 | 11,558 | |
Held-to-maturity securities, maturing between one and five years | 8,580 | ||
Held-to-maturity securities, maturing in five to ten years | 22,552 | ||
Held-to-maturity securities, maturing after ten years | 1,684 | ||
Fair value | $ 32,842 | 11,556 | |
Unnamed limited partnership which co-invested with other private investment funds in a public company | Steel Excel | |||
Schedule of Equity Method Investments [Line Items] | |||
Cost method investments | $ 25,000 | ||
Realized gain on non-monetary exchange | 9,300 | ||
Fair value shares received | $ 34,300 |
DEPOSITS - Deposits Time and Mo
DEPOSITS - Deposits Time and Money Market (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Time Deposits, Fiscal Year Maturity [Abstract] | ||
Next twelve months | $ 191,528 | $ 105,155 |
Year two | 115,819 | 110,812 |
Year three | 89,974 | 57,848 |
Year four | 0 | |
Total time deposits | 397,321 | 273,815 |
Money market deposits | 113,679 | 91,790 |
Total deposits | 511,000 | 365,605 |
Deposits [Abstract] | ||
Current | 305,207 | 196,944 |
Long-term | 205,793 | 168,661 |
Time deposits, under $250,000 | 250 | |
Fair value of deposits | $ 511,473 | $ 365,178 |
LONG-TERM DEBT - Long-term Debt
LONG-TERM DEBT - Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Short term debt | $ 1,624 | $ 1,385 |
Long-term debt | 413,043 | 393,054 |
Less portion due within one year | 459 | 62,928 |
Long-term debt | 412,584 | 330,126 |
Total debt | 414,667 | 394,439 |
Loans payable | Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 406,981 | 58,651 |
API | Loans payable | Term Loans | ||
Debt Instrument [Line Items] | ||
Long-term debt | 0 | 11,142 |
API | Loans payable | Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 0 | 12,330 |
API | Foreign | ||
Debt Instrument [Line Items] | ||
Short term debt | 913 | 832 |
Handy & Harman Ltd. (HNH) | Loans payable | Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 0 | 267,224 |
Handy & Harman Ltd. (HNH) | HNH other debt - domestic | ||
Debt Instrument [Line Items] | ||
Long-term debt | 6,062 | 6,493 |
Handy & Harman Ltd. (HNH) | HNH foreign loan facilities | ||
Debt Instrument [Line Items] | ||
Long-term debt | 0 | 1,019 |
Handy & Harman Ltd. (HNH) | Foreign | ||
Debt Instrument [Line Items] | ||
Short term debt | 711 | 553 |
Steel Excel | Loans payable | Term Loans | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 0 | $ 36,195 |
LONG-TERM DEBT - Long-Term De90
LONG-TERM DEBT - Long-Term Debt Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Maturity of Long-term Debt | ||
Long-term debt | $ 413,043 | $ 393,054 |
2,018 | 459 | |
2,019 | 459 | |
2,020 | 3,973 | |
2,021 | 101 | |
2,022 | 408,051 | |
Thereafter | $ 0 |
LONG-TERM DEBT - SPLP Revolving
LONG-TERM DEBT - SPLP Revolving Credit Facility (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Nov. 14, 2017 | |
Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 600,000,000 | |
Accordion feature, increase limit | 150,000,000 | |
Weighted average interest rate | 3.52% | |
Remaining borrowing capacity | $ 71,400,000 | |
Sublimit for swing loans | ||
Debt Instrument [Line Items] | ||
Line of credit facility, maximum borrowing capacity | 55,000,000 | |
Standby letters of credit | ||
Debt Instrument [Line Items] | ||
Line of credit facility, maximum borrowing capacity | 50,000,000 | |
Line of credit | 10,636,000 | |
Letter of credit | ||
Debt Instrument [Line Items] | ||
Line of credit | 3,488,000 | |
Environmental and other matters | ||
Debt Instrument [Line Items] | ||
Line of credit | $ 6,256,000 | |
PNC Bank, National Association | Line of credit | ||
Debt Instrument [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 105,000,000 | |
Minimum | Base Rate | Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, basis spread on variable rate | 1.00% | |
Maximum | Base Rate | Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, basis spread on variable rate | 2.00% |
LONG-TERM DEBT - Senior Credit
LONG-TERM DEBT - Senior Credit Facility (Details) | Nov. 14, 2017USD ($) |
Sublimit for swing loans | |
Debt Instrument [Line Items] | |
Line of credit facility, maximum borrowing capacity | $ 55,000,000 |
Handy & Harman Ltd. (HNH) | Senior revolving credit facility | Line of credit | |
Debt Instrument [Line Items] | |
Line of credit facility, maximum borrowing capacity | $ 400,000 |
Handy & Harman Ltd. (HNH) | Senior revolving credit facility | Line of credit | London Interbank Offered Rate (LIBOR) | |
Debt Instrument [Line Items] | |
Variable rate basis, description | LIBOR |
Handy & Harman Ltd. (HNH) | Senior revolving credit facility | Line of credit | Base Rate | |
Debt Instrument [Line Items] | |
Variable rate basis, description | Base Rate |
Handy & Harman Ltd. (HNH) | Senior revolving credit facility | Letter of credit | |
Debt Instrument [Line Items] | |
Line of credit facility, maximum borrowing capacity | $ 20,000,000 |
Handy & Harman Ltd. (HNH) | Senior revolving credit facility | Sublimit for swing loans | |
Debt Instrument [Line Items] | |
Line of credit facility, maximum borrowing capacity | $ 20,000,000 |
LONG-TERM DEBT - Master Lease A
LONG-TERM DEBT - Master Lease Agreement (Details) - Master lease agreement - Line of credit - Handy & Harman Ltd. (HNH) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 10,000,000 | |
Letters of credit | $ 6,596,000 |
LONG-TERM DEBT - Steel Excel Te
LONG-TERM DEBT - Steel Excel Term Loan (Details) - USD ($) | Nov. 14, 2017 | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | |||
Long-term debt | $ 413,043,000 | $ 393,054,000 | |
Steel Excel | Energy Credit Agreement | |||
Debt Instrument [Line Items] | |||
Borrowing base (as a percent) | 85.00% | ||
Steel Excel | Long-term debt | Energy Credit Agreement | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 105,000,000 | ||
Steel Excel | Base Rate | Long-term debt | Energy Credit Agreement | |||
Debt Instrument [Line Items] | |||
Variable rate basis, description | Base Rate | ||
Steel Excel | London Interbank Offered Rate (LIBOR) | Long-term debt | Energy Credit Agreement | |||
Debt Instrument [Line Items] | |||
Variable rate basis, description | LIBOR | ||
Line of credit | Steel Excel | Long-term debt | Energy Credit Agreement | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 10,000,000 | ||
Term loan | Steel Excel | Long-term debt | Energy Credit Agreement | |||
Debt Instrument [Line Items] | |||
Debt instrument face amount | $ 95,000,000 |
LONG-TERM DEBT - API Long-Term
LONG-TERM DEBT - API Long-Term Debt Facilities (Details) | Nov. 13, 2017 | Dec. 31, 2017USD ($) | Dec. 31, 2017GBP (£) | Nov. 14, 2017USD ($) |
Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 600,000,000 | |||
CoSine Communications, Inc. and API Group plc | HSBC Bank plc | Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 16,500,000 | £ 13,500,000 | ||
London Interbank Offered Rate (LIBOR) | API Group PLC | Term loan | ||||
Debt Instrument [Line Items] | ||||
Long-term debt, basis spread on variable rate | 3.00% | |||
London Interbank Offered Rate (LIBOR) | CoSine Communications, Inc. and API Group plc | HSBC | Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Long-term debt, basis spread on variable rate | 3.00% | |||
Minimum | London Interbank Offered Rate (LIBOR) | CoSine Communications, Inc. and API Group plc | HSBC Bank plc | Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Long-term debt, basis spread on variable rate | 1.50% | |||
Maximum | London Interbank Offered Rate (LIBOR) | CoSine Communications, Inc. and API Group plc | HSBC Bank plc | Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Long-term debt, basis spread on variable rate | 2.40% |
FINANCIAL INSTRUMENTS - Activit
FINANCIAL INSTRUMENTS - Activity for Financial Instrument Liabilities and Related Restricted Cash (Details) - Not designated as hedging instrument - Foreign instruments and restricted cash - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Foreign Currency Financial Liabilities and Related Restricted Cash [Roll Forward] | ||
Balance, beginning of period | $ 12,640 | $ 21,639 |
Short sales of corporate securities | 165 | 170 |
Net investment losses | 2,918 | 60 |
Balance of financial instrument liabilities and related restricted cash, end of period | 15,629 | 12,640 |
Equity contracts | ||
Foreign Currency Financial Liabilities and Related Restricted Cash [Roll Forward] | ||
Settlements of financial instruments | $ (94) | $ (9,229) |
FINANCIAL INSTRUMENTS - Foreign
FINANCIAL INSTRUMENTS - Foreign Currency Exchange Rate Risk (Details) - Designated as Hedging Instrument $ in Thousands | Dec. 31, 2017USD ($)ozlbT |
Silver (ounces) | |
Derivative [Line Items] | |
Amount | oz | 137,157 |
Notional Amount | $ 2,294 |
Gold (ounces) | |
Derivative [Line Items] | |
Amount | oz | 800 |
Notional Amount | $ 1,032 |
Copper (pounds) | |
Derivative [Line Items] | |
Amount | lb | 275,000 |
Notional Amount | $ 858 |
Tin (metric tons) | |
Derivative [Line Items] | |
Amount | T | 25 |
Notional Amount | $ 482 |
FINANCIAL INSTRUMENTS - Narrati
FINANCIAL INSTRUMENTS - Narrative (Details) € in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017USD ($)oz | Dec. 31, 2017EUR (€)oz | Dec. 31, 2016USD ($) | |
WebBank | |||
Derivative [Line Items] | |||
Undisbursed loan commitment | $ 148,529 | $ 184,784 | |
WebBank | Undisbursed loan commitment | Other current liabilities | |||
Derivative [Line Items] | |||
Allowance for potential losses on contingent credit exposures | 188 | 188 | |
Foreign exchange forward contracts | |||
Derivative [Line Items] | |||
Derivative instruments, liabilities | 188 | 1,040 | |
Foreign exchange forward contracts | API | |||
Derivative [Line Items] | |||
Outstanding forward or future contracts, commodity, notional amount | € | € 10,000 | ||
Foreign Exchange Future | Cash Flow Hedging | API | |||
Derivative [Line Items] | |||
Outstanding forward or future contracts, commodity, notional amount | 4,875 | € 20,175 | |
Short call options | |||
Derivative [Line Items] | |||
Derivative instruments, liabilities | 258 | ||
Not designated as hedging instrument | Foreign Exchange Contracts and Short Sale of Securities | |||
Derivative [Line Items] | |||
Derivative instruments, liabilities | $ 15,629 | $ 12,640 | |
Designated as hedging instrument | Silver and Copper (ounces) | |||
Derivative [Line Items] | |||
Derivative notional amount | oz | 17,157 | 17,157 | |
Minimum | WebBank | |||
Derivative [Line Items] | |||
Derivative remaining maturity | 3 years | ||
Maximum | WebBank | |||
Derivative [Line Items] | |||
Derivative remaining maturity | 5 years | ||
Level 1 | Short call options | |||
Derivative [Line Items] | |||
Proceeds from derivative instrument | $ 230 | ||
Level 1 | Long put options | |||
Derivative [Line Items] | |||
Payments for derivative instruments | $ 783 |
FINANCIAL INSTRUMENTS - Balance
FINANCIAL INSTRUMENTS - Balance Sheet and Income Statement Location (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Derivatives, Fair Value [Line Items] | |||
Derivative assets (liabilities), net | $ 12,722 | $ 5,106 | |
Derivative instruments, gain (loss) recognized in income | 5,757 | 3,415 | $ 4,308 |
Call option | Other (expenses) income, net | |||
Derivatives, Fair Value [Line Items] | |||
Derivative instruments, gain (loss) recognized in income | (28) | 0 | 0 |
Call option | Other current liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Derivative assets (liabilities), net | (258) | 0 | |
Put option | Other (expenses) income, net | |||
Derivatives, Fair Value [Line Items] | |||
Derivative instruments, gain (loss) recognized in income | (780) | 0 | 0 |
Put option | (Accrued liabilities)/Prepaid expenses and other current assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative assets (liabilities), net | 3 | 0 | |
Designated as hedging instrument | Commodity contracts | Cost of goods sold | |||
Derivatives, Fair Value [Line Items] | |||
Derivative instruments, gain (loss) recognized in income | (435) | (1,520) | 1,467 |
Designated as hedging instrument | Commodity contracts | Accrued liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Derivative assets (liabilities), net | (49) | (111) | |
Designated as hedging instrument | Foreign exchange forward contracts | Revenue/Cost of goods sold | |||
Derivatives, Fair Value [Line Items] | |||
Derivative instruments, gain (loss) recognized in income | (1,357) | (1,404) | 2,063 |
Designated as hedging instrument | Foreign exchange forward contracts | Other (expenses) income, net | |||
Derivatives, Fair Value [Line Items] | |||
Derivative instruments, gain (loss) recognized in income | (339) | (700) | 21 |
Designated as hedging instrument | Foreign exchange forward contracts | (Accrued liabilities)/Prepaid expenses and other current assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative assets (liabilities), net | 166 | (872) | |
Designated as hedging instrument | Foreign exchange forward contracts | Accrued liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Derivative assets (liabilities), net | (188) | (76) | |
Not designated as hedging instrument | Commodity contracts | Cost of goods sold | |||
Derivatives, Fair Value [Line Items] | |||
Derivative instruments, gain (loss) recognized in income | (61) | (257) | 246 |
Not designated as hedging instrument | Commodity contracts | Realized and unrealized (loss) gain on derivatives | |||
Derivatives, Fair Value [Line Items] | |||
Derivative instruments, gain (loss) recognized in income | (145) | 148 | 588 |
Not designated as hedging instrument | Commodity contracts | (Accrued liabilities)/Prepaid expenses and other current assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative assets (liabilities), net | (78) | 3 | |
Not designated as hedging instrument | Interest rate swap agreements | Interest expense | |||
Derivatives, Fair Value [Line Items] | |||
Derivative instruments, gain (loss) recognized in income | 0 | 0 | (77) |
Not designated as hedging instrument | Economic interest in loans | Revenue | |||
Derivatives, Fair Value [Line Items] | |||
Derivative instruments, gain (loss) recognized in income | 8,902 | 7,148 | $ 0 |
Not designated as hedging instrument | Economic interest in loans | Other non-current assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative assets (liabilities), net | $ 13,126 | $ 6,162 |
PENSION AND OTHER POST-RETIR100
PENSION AND OTHER POST-RETIREMENT BENEFITS - Narrative (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 30, 2016plan | Dec. 31, 2015USD ($) | |
Pension benefits | ||||
Defined Benefit Plans Disclosure [Line Items] | ||||
Pretax amount of actuarial losses | $ 10,154 | |||
HNH Plans | Pension benefits | ||||
Defined Benefit Plans Disclosure [Line Items] | ||||
Amount of the RSP assets | 349,819 | $ 331,872 | $ 347,921 | |
Actual returns on plan assets | 24,239 | 9,903 | ||
Defined Benefit Plan, Expected Future Employer Contributions [Abstract] | ||||
2,018 | 32,200 | |||
2,019 | 33,400 | |||
2,020 | 35,800 | |||
2,021 | 31,400 | |||
2,022 | 32,100 | |||
Thereafter | 43,200 | |||
RSP Plan | Pension benefits | ||||
Defined Benefit Plans Disclosure [Line Items] | ||||
Amount of the RSP assets | $ 14,800 | 13,100 | ||
WHX Pension Plan | Pension benefits | ||||
Defined Benefit Plans Disclosure [Line Items] | ||||
Number of defined benefit plans | plan | 2 | |||
Percentage of plan assets moved in the split | 3.00% | |||
Amortization period | 19 years | |||
JPS Pension Plan | Pension benefits | ||||
Defined Benefit Plans Disclosure [Line Items] | ||||
Amortization period | 16 years | |||
API Plan | Pension benefits | ||||
Defined Benefit Plans Disclosure [Line Items] | ||||
Amount of the RSP assets | $ 140,634 | 118,327 | 129,235 | |
Actual returns on plan assets | 15,261 | 18,540 | ||
Defined Benefit Plan, Expected Future Employer Contributions [Abstract] | ||||
2,018 | 938 | |||
2,019 | 938 | |||
2,020 | 938 | |||
2,021 | 938 | |||
2,022 | 938 | |||
Thereafter | 938 | |||
Change in assumptions for pension plans | HNH Plans | Pension benefits | ||||
Defined Benefit Plans Disclosure [Line Items] | ||||
Net periodic benefit cost | (4,800) | |||
Level 3 | HNH Plans | Pension benefits | ||||
Defined Benefit Plans Disclosure [Line Items] | ||||
Amount of the RSP assets | 5,445 | 4,375 | $ 0 | |
Level 3 | API Plan | Pension benefits | ||||
Defined Benefit Plans Disclosure [Line Items] | ||||
Amount of the RSP assets | 13,845 | $ 0 | ||
Increase for assets transferred into Level 3 | 13,395 | |||
Actual returns on plan assets | 450 | |||
Multiemployer Plans, Pension | API Plan | ||||
Defined Benefit Plans Disclosure [Line Items] | ||||
Pension cost | $ 4,300 |
PENSION AND OTHER POST-RETIR101
PENSION AND OTHER POST-RETIREMENT BENEFITS - Components of Pension Expense and Other Postretirement Benefit Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Other Post-Retirement Benefits | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Interest cost | $ 33 | $ 35 | |
HNH and API Pension Plans | Pension Benefits | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Service cost | 0 | 0 | $ 54 |
Interest cost | 21,910 | 23,438 | 24,870 |
Expected return on plan assets | (25,969) | (29,356) | (29,253) |
Amortization of prior service cost | 0 | 0 | 0 |
Amortization of actuarial loss | 9,228 | 8,320 | 6,229 |
Settlement/Curtailment | 0 | 14 | 0 |
Total | 5,169 | 2,416 | 1,900 |
HNH and API Pension Plans | Other Post-Retirement Benefits | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Service cost | 0 | 0 | 0 |
Interest cost | 33 | 35 | 46 |
Expected return on plan assets | 0 | 0 | 0 |
Amortization of prior service cost | (103) | (103) | (103) |
Amortization of actuarial loss | 48 | 47 | 37 |
Settlement/Curtailment | 0 | 0 | 0 |
Total | $ (22) | $ (21) | $ (20) |
PENSION AND OTHER POST-RETIR102
PENSION AND OTHER POST-RETIREMENT BENEFITS - Actuarial Assumptions Used to Develop Components of Defined Benefit Pension Expense and Other Postretirement Benefit Expense (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Other Post-Retirement Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rates | 3.74% | 3.89% | 3.55% |
Health care cost trend rate - initial | 6.25% | 6.50% | 6.75% |
Health care cost trend rate - ultimate | 5.00% | 5.00% | 5.00% |
WHX Pension Plan | Pension Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rates | 3.84% | 4.01% | 3.70% |
WHX Pension Plan II | Pension Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rates | 3.64% | 0.00% | 0.00% |
JPS Pension Plan | Pension Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rates | 3.81% | 3.93% | 4.00% |
HNH Plans | Pension Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Expected return on assets | 6.50% | 7.00% | 7.00% |
API Plan | Pension Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rates | 2.65% | 3.80% | 3.70% |
Expected return on assets | 3.87% | 4.84% | 4.61% |
PENSION AND OTHER POST-RETIR103
PENSION AND OTHER POST-RETIREMENT BENEFITS - Funded Status of HNH's Qualified Defined Benefit Pension Plans and Postretirement Benefit Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Other Post-Retirement Benefits | |||
Change in benefit obligation: | |||
Benefit obligation at January 1 | $ 1,152 | $ 1,213 | |
Interest cost | 33 | 35 | |
Actuarial loss (gain) | (107) | (3) | |
Participant contributions | 0 | 2 | |
Benefits paid | (75) | (95) | |
Impact of foreign exchange rate | 0 | 0 | |
Benefit obligation at December 31 | 1,003 | 1,152 | $ 1,213 |
Change in plan assets: | |||
Fair value of plan assets at January 1 | 0 | 0 | |
Actual returns on plan assets | 0 | 0 | |
Participant contributions | 0 | 2 | |
Benefits paid | (75) | (95) | |
Company contributions | 75 | 93 | |
Impact of foreign exchange rate | 0 | 0 | |
Fair value of plan assets at December 31 | 0 | 0 | 0 |
Funded status | (1,003) | (1,152) | |
Accumulated benefit obligation | 1,003 | 1,152 | 1,213 |
Current liability | (105) | (107) | |
Non-current liability | (898) | (1,045) | |
Total | (1,003) | (1,152) | |
HNH Plans | Pension Benefits | |||
Change in benefit obligation: | |||
Benefit obligation at January 1 | 597,405 | 613,394 | |
Interest cost | 18,183 | 18,507 | |
Actuarial loss (gain) | 27,324 | 7,970 | |
Participant contributions | 0 | 0 | |
Benefits paid | (41,718) | (42,466) | |
Impact of foreign exchange rate | 0 | 0 | |
Benefit obligation at December 31 | 601,194 | 597,405 | 613,394 |
Change in plan assets: | |||
Fair value of plan assets at January 1 | 331,872 | 347,921 | |
Actual returns on plan assets | 24,239 | 9,903 | |
Participant contributions | 0 | 0 | |
Benefits paid | (41,718) | (42,466) | |
Company contributions | 35,426 | 16,514 | |
Impact of foreign exchange rate | 0 | 0 | |
Fair value of plan assets at December 31 | 349,819 | 331,872 | 347,921 |
Funded status | (251,375) | (265,533) | |
Accumulated benefit obligation | 601,194 | 597,405 | 613,394 |
Current liability | 0 | 0 | |
Non-current liability | (251,375) | (265,533) | |
Total | (251,375) | (265,533) | |
API Plan | Pension Benefits | |||
Change in benefit obligation: | |||
Benefit obligation at January 1 | 136,564 | 139,039 | |
Interest cost | 3,730 | 4,763 | |
Actuarial loss (gain) | 4,204 | 26,058 | |
Participant contributions | 0 | 0 | |
Benefits paid | (5,338) | (6,812) | |
Impact of foreign exchange rate | 12,846 | (26,484) | |
Benefit obligation at December 31 | 152,006 | 136,564 | 139,039 |
Change in plan assets: | |||
Fair value of plan assets at January 1 | 118,327 | 129,235 | |
Actual returns on plan assets | 15,261 | 18,540 | |
Participant contributions | 0 | 0 | |
Benefits paid | (5,338) | (6,797) | |
Company contributions | 901 | 959 | |
Impact of foreign exchange rate | 11,483 | (23,610) | |
Fair value of plan assets at December 31 | 140,634 | 118,327 | 129,235 |
Funded status | (11,372) | (18,237) | |
Accumulated benefit obligation | 152,006 | 136,564 | $ 139,039 |
Current liability | 0 | 0 | |
Non-current liability | (11,372) | (18,237) | |
Total | $ (11,372) | $ (18,237) |
PENSION AND OTHER POST-RETIR104
PENSION AND OTHER POST-RETIREMENT BENEFITS - Weighted Average Assumptions Used In Valuations (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Other Post-Retirement Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rates | 3.39% | 3.74% | |
Health care cost trend rate - initial | 6.50% | 6.25% | |
Health care cost trend rate - ultimate | 5.00% | 5.00% | 5.00% |
WHX Pension Plan | Pension Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rates | 3.45% | 3.84% | |
WHX Pension Plan II | Pension Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rates | 3.33% | 3.64% | |
JPS Pension Plan | Pension Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rates | 3.40% | 3.81% | |
API Plan | Pension Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rates | 2.50% | 2.65% |
PENSION AND OTHER POST-RETIR105
PENSION AND OTHER POST-RETIREMENT BENEFITS - Pretax Amounts Included In Accumulated Other Comprehensive (Loss) Income) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Other Post-Retirement Benefits | ||
Defined Benefit Plans Disclosure [Line Items] | ||
Prior service credit | $ (1,093) | $ (1,196) |
Net actuarial loss | 615 | 770 |
Accumulated other comprehensive loss (income) | (478) | (426) |
HNH Plans | Pension Benefits | ||
Defined Benefit Plans Disclosure [Line Items] | ||
Prior service credit | 0 | 0 |
Net actuarial loss | 254,599 | 239,493 |
Accumulated other comprehensive loss (income) | 254,599 | 239,493 |
API Plan | Pension Benefits | ||
Defined Benefit Plans Disclosure [Line Items] | ||
Prior service credit | 0 | 0 |
Net actuarial loss | 7,083 | 12,514 |
Accumulated other comprehensive loss (income) | $ 7,083 | $ 12,514 |
PENSION AND OTHER POST-RETIR106
PENSION AND OTHER POST-RETIREMENT BENEFITS - Other Changes in Plan Assets and Benefit Obligations Recognized in Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Other Post-Retirement Benefits | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Current year actuarial (loss) gain | $ 107 | $ 3 | $ (159) |
Amortization of actuarial loss | 48 | 47 | 37 |
Amortization of prior service credit | (103) | (103) | (103) |
Total recognized in comprehensive (loss) income | 52 | (53) | (225) |
HNH Plans | Pension Benefits | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Current year actuarial (loss) gain | (24,333) | (21,517) | (48,505) |
Amortization of actuarial loss | 9,228 | 8,320 | 6,229 |
Amortization of prior service credit | 0 | 0 | 0 |
Total recognized in comprehensive (loss) income | (15,105) | (13,197) | (42,276) |
API Plan | Pension Benefits | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Current year actuarial (loss) gain | 6,339 | (13,156) | (903) |
Amortization of actuarial loss | 0 | 0 | 0 |
Amortization of prior service credit | 0 | 0 | 0 |
Total recognized in comprehensive (loss) income | $ 6,339 | $ (13,156) | $ (903) |
PENSION AND OTHER POST-RETIR107
PENSION AND OTHER POST-RETIREMENT BENEFITS - Additional Information for Plans with Accumulated Benefit Obligations in Excess of Plan Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Other Post-Retirement Benefits | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Projected benefit obligation | $ 1,003 | $ 1,152 | $ 1,213 |
Accumulated benefit obligation | 1,003 | 1,152 | 1,213 |
Fair value of plan assets | 0 | 0 | 0 |
HNH Plans | Pension Benefits | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Projected benefit obligation | 601,194 | 597,405 | 613,394 |
Accumulated benefit obligation | 601,194 | 597,405 | 613,394 |
Fair value of plan assets | 349,819 | 331,872 | 347,921 |
API Plan | Pension Benefits | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Projected benefit obligation | 152,006 | 136,564 | 139,039 |
Accumulated benefit obligation | 152,006 | 136,564 | 139,039 |
Fair value of plan assets | $ 140,634 | $ 118,327 | $ 129,235 |
PENSION AND OTHER POST-RETIR108
PENSION AND OTHER POST-RETIREMENT BENEFITS - HNH Plan's Assets (Details) - HNH Plans - Pension Benefits - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | $ 349,819 | $ 331,872 | $ 347,921 |
Level 3 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 5,445 | 4,375 | 0 |
Level 3 | Convertible promissory note | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 4,202 | 3,500 | 0 |
Level 3 | Stock warrants | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 193 | 875 | $ 0 |
Level 3 | Private company common stock | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 1,050 | 0 | |
Recurring | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 349,819 | 331,872 | |
Plan assets at net asset value | 150,859 | 95,045 | |
Recurring | U.S. mid-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 28,715 | 22,560 | |
Recurring | U.S. large-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 66,076 | 34,256 | |
Recurring | U.S. small-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 3,214 | ||
Recurring | International large-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 1,188 | ||
Recurring | Fixed income securities | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 2,217 | ||
Recurring | Mortgage backed securities | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 10,682 | ||
Recurring | U.S. Government debt securities | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 14,001 | ||
Recurring | Corporate bonds and loans | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 35,033 | ||
Recurring | Convertible promissory note | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 4,202 | 3,500 | |
Recurring | Stock warrants | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 193 | 875 | |
Recurring | Private company common stock | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 1,050 | ||
Recurring | Subtotal - pension assets subject to leveling | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 166,571 | 61,191 | |
Recurring | Equity long/short | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 45,147 | 6,832 | |
Recurring | Event driven | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 49,757 | 47,771 | |
Recurring | Value driven hedge funds | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 19,960 | 17,648 | |
Recurring | Asset-based lending-maritime | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 8,466 | ||
Recurring | Funds of funds - long-term capital growth | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 12,517 | 8,325 | |
Recurring | Common trust funds, other | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 3 | 78 | |
Recurring | Insurance separate account | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 15,009 | 14,391 | |
Recurring | Cash and cash equivalents | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 28,397 | 175,435 | |
Recurring | Net receivables | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 3,992 | 201 | |
Recurring | Level 1 | U.S. mid-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 28,715 | 22,560 | |
Recurring | Level 1 | U.S. large-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 66,076 | 34,256 | |
Recurring | Level 1 | U.S. small-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 3,214 | ||
Recurring | Level 1 | International large-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 1,188 | ||
Recurring | Level 1 | Fixed income securities | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 2,217 | ||
Recurring | Level 1 | Mortgage backed securities | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Recurring | Level 1 | U.S. Government debt securities | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Recurring | Level 1 | Corporate bonds and loans | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Recurring | Level 1 | Convertible promissory note | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Recurring | Level 1 | Stock warrants | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Recurring | Level 1 | Private company common stock | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Recurring | Level 1 | Subtotal - pension assets subject to leveling | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 101,410 | 56,816 | |
Recurring | Level 2 | U.S. mid-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Recurring | Level 2 | U.S. large-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Recurring | Level 2 | U.S. small-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Recurring | Level 2 | International large-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Recurring | Level 2 | Fixed income securities | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Recurring | Level 2 | Mortgage backed securities | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 10,682 | ||
Recurring | Level 2 | U.S. Government debt securities | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 14,001 | ||
Recurring | Level 2 | Corporate bonds and loans | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 35,033 | ||
Recurring | Level 2 | Convertible promissory note | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Recurring | Level 2 | Stock warrants | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Recurring | Level 2 | Private company common stock | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Recurring | Level 2 | Subtotal - pension assets subject to leveling | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 59,716 | 0 | |
Recurring | Level 3 | U.S. mid-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Recurring | Level 3 | U.S. large-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Recurring | Level 3 | U.S. small-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Recurring | Level 3 | International large-cap | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Recurring | Level 3 | Fixed income securities | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Recurring | Level 3 | Mortgage backed securities | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Recurring | Level 3 | U.S. Government debt securities | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Recurring | Level 3 | Corporate bonds and loans | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Recurring | Level 3 | Convertible promissory note | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 4,202 | 3,500 | |
Recurring | Level 3 | Stock warrants | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 193 | 875 | |
Recurring | Level 3 | Private company common stock | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 1,050 | ||
Recurring | Level 3 | Subtotal - pension assets subject to leveling | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | $ 5,445 | $ 4,375 |
PENSION AND OTHER POST-RETIR109
PENSION AND OTHER POST-RETIREMENT BENEFITS - API Pension Plan Assets (Details) - API Plan - Pension Benefits - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | $ 140,634 | $ 118,327 | $ 129,235 |
Level 1 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 68,082 | 55,959 | |
Level 2 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 58,707 | 62,368 | |
Level 3 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 13,845 | 0 | |
Equity contracts | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 67,634 | 55,889 | |
Equity contracts | Level 1 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 67,634 | 55,889 | |
Equity contracts | Level 2 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Equity contracts | Level 3 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Bonds | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 14,568 | 12,805 | |
Bonds | Level 1 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Bonds | Level 2 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 14,568 | 12,805 | |
Bonds | Level 3 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Property | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 13,159 | 15,087 | |
Property | Level 1 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Property | Level 2 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 13,159 | 15,087 | |
Property | Level 3 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Liability driven instrument | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 30,980 | 27,016 | |
Liability driven instrument | Level 1 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Liability driven instrument | Level 2 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 30,980 | 27,016 | |
Liability driven instrument | Level 3 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Private company common stock | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 13,845 | ||
Private company common stock | Level 1 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Private company common stock | Level 2 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Private company common stock | Level 3 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 13,845 | ||
Hedge funds | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 7,460 | ||
Hedge funds | Level 1 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Hedge funds | Level 2 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 7,460 | ||
Hedge funds | Level 3 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | ||
Cash & cash equivalents | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 448 | 70 | |
Cash & cash equivalents | Level 1 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 448 | 70 | |
Cash & cash equivalents | Level 2 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Cash & cash equivalents | Level 3 | |||
Defined Benefit Plans Disclosure [Line Items] | |||
Fair value of plan assets | $ 0 | $ 0 |
PENSION AND OTHER POST-RETIR110
PENSION AND OTHER POST-RETIREMENT BENEFITS - Fair Value Measurements of HNH Plan Assets (Details) - HNH Plans - Pension Benefits - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Change in plan assets: | ||
Fair value of plan assets at January 1 | $ 331,872 | $ 347,921 |
Fair value of plan assets at December 31 | 349,819 | 331,872 |
Level 3 | ||
Change in plan assets: | ||
Fair value of plan assets at January 1 | 4,375 | 0 |
Transfers into Level 3 | 0 | 0 |
Transfers out of Level 3 | 0 | 0 |
Gains or losses included in changes in net assets | 877 | 0 |
Purchases | 875 | 4,375 |
Issuances | 193 | 0 |
Sales | 0 | 0 |
Settlements | (875) | 0 |
Fair value of plan assets at December 31 | 5,445 | 4,375 |
Convertible promissory note | Level 3 | ||
Change in plan assets: | ||
Fair value of plan assets at January 1 | 3,500 | 0 |
Transfers into Level 3 | 0 | 0 |
Transfers out of Level 3 | 0 | 0 |
Gains or losses included in changes in net assets | 702 | 0 |
Purchases | 0 | 3,500 |
Issuances | 0 | 0 |
Sales | 0 | 0 |
Settlements | 0 | 0 |
Fair value of plan assets at December 31 | 4,202 | 3,500 |
Stock warrants | Level 3 | ||
Change in plan assets: | ||
Fair value of plan assets at January 1 | 875 | 0 |
Transfers into Level 3 | 0 | 0 |
Transfers out of Level 3 | 0 | 0 |
Gains or losses included in changes in net assets | 0 | 0 |
Purchases | 0 | 875 |
Issuances | 193 | 0 |
Sales | 0 | 0 |
Settlements | (875) | 0 |
Fair value of plan assets at December 31 | 193 | 875 |
Private company common stock | Level 3 | ||
Change in plan assets: | ||
Fair value of plan assets at January 1 | 0 | |
Transfers into Level 3 | 0 | |
Transfers out of Level 3 | 0 | |
Gains or losses included in changes in net assets | 175 | |
Purchases | 875 | |
Issuances | 0 | |
Sales | 0 | |
Settlements | 0 | |
Fair value of plan assets at December 31 | $ 1,050 | $ 0 |
PENSION AND OTHER POST-RETIR111
PENSION AND OTHER POST-RETIREMENT BENEFITS - Category, Fair Value, Redemption Frequency and Redemption Notice Period of Assets (Details) - Pension Benefits $ in Thousands | Dec. 29, 2017USD ($) | Dec. 31, 2017USD ($)extension | Dec. 31, 2016USD ($)extension | Dec. 31, 2015USD ($) |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Unfunded commitments | $ 10,000 | $ 20,000 | ||
HNH Plans | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | 349,819 | 331,872 | $ 347,921 | |
HNH Plans | Global long short feeder fund | Hedge funds | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | 11,416 | |||
Unfunded commitments | 0 | |||
HNH Plans | US long small cap value hedge fund | Hedge funds | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | 10,003 | |||
Unfunded commitments | $ 0 | |||
Redemption Notice Period | 90 days | |||
Withdrawal percentage | 25.00% | |||
HNH Plans | International equity long/short hedge fund | Hedge funds | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | $ 11,504 | |||
Unfunded commitments | $ 0 | |||
Redemption Notice Period | 90 days | |||
Lockup period | 36 months | |||
Holdback percentage withheld | 10.00% | |||
HNH Plans | Multi-strategy hedge fund | Hedge funds | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | $ 1,756 | |||
Unfunded commitments | $ 3,250 | |||
Contract commitment period | 4 years | |||
Capital committed | $ 5,000 | |||
Number of extensions | extension | 2 | |||
Distribution completion, extension period | 1 year | |||
HNH Plans | Value driven hedge funds | Hedge funds | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | $ 19,960 | 17,648 | ||
Unfunded commitments | $ 0 | $ 0 | ||
Redemption Notice Period | 6 months | 6 months | ||
Lockup period | 5 years | 5 years | ||
HNH Plans | International large cap | Hedge funds | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Redemption Notice Period | 90 days | |||
Lockup period | 3 years | |||
Redemption fee percentage | 5.00% | |||
Contract commitment period | 3 years | |||
Withdrawal percentage | 10.00% | |||
Redemption notice period | 30 days | |||
HNH Plans | International large cap | Long-term capital growth | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | $ 12,517 | $ 8,325 | ||
Unfunded commitments | $ 23,958 | $ 27,022 | ||
Redemption Notice Period | 95 days | 95 days | ||
Lockup period | 5 years | 5 years | ||
Contract commitment period | 3 years | 3 years | ||
Holdback percentage withheld | 10.00% | 10.00% | ||
Number of extensions | extension | 2 | 2 | ||
Contract extension period | 1 year | 1 year | ||
HNH Plans | Equity long/short hedge funds | Hedge funds | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | $ 10,468 | $ 6,832 | ||
Unfunded commitments | $ 0 | $ 6,250 | ||
Redemption Notice Period | 60 days | 60 days | ||
Lockup period | 3 years | 3 years | ||
Holdback percentage withheld | 10.00% | 10.00% | ||
HNH Plans | Event driven hedge funds | Hedge funds | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | $ 49,757 | $ 47,771 | ||
Unfunded commitments | $ 0 | $ 0 | ||
Redemption Notice Period | 90 days | 90 days | ||
HNH Plans | Collective equity investment funds | Common trust funds | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | $ 3 | $ 78 | ||
Unfunded commitments | 0 | 0 | ||
HNH Plans | Insurance separate account | Insurance separate account | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | 15,009 | 14,391 | ||
Unfunded commitments | $ 0 | $ 0 | ||
Contract suspend or transfer period | 30 days | 30 days | ||
HNH Plans | Asset-based lending-maritime | Private equity | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | $ 8,466 | $ 0 | ||
Unfunded commitments | $ 1,444 | $ 10,000 | ||
Contract commitment period | 3 years | 3 years | ||
Distribution completion, extension period | 2 years | 2 years | ||
Contract extension period | 1 year | 1 year | ||
Distribution completion period | 8 years | 8 years | ||
HNH Plans | Value oriented partnership investment fund | Private equity | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | $ 0 | $ 0 | ||
Unfunded commitments | $ 12,500 | $ 12,500 | ||
Contract extension period | 1 year | 1 year | ||
Distribution completion period | 10 years | 10 years | ||
Loan receivable outstanding | $ 3,000 | |||
HNH Plans | Opportunistic long/short private investment fund | Private equity | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | 0 | |||
Unfunded commitments | 3,000 | |||
Capital committed | 5,000 | |||
Capital call | $ 2,000 | |||
HNH Plans | Pan-Asia equity long/short | Offshore feeder fund | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fair value of plan assets | 0 | |||
Unfunded commitments | 3,000 | |||
Capital committed | $ 5,000 | |||
Capital call | $ 2,000 | |||
HNH Plans | Minimum | Collective equity investment funds | Common trust funds | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Redemption Notice Period | 0 days | 0 days | ||
HNH Plans | Maximum | Collective equity investment funds | Common trust funds | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Redemption Notice Period | 2 days | 2 days |
PENSION AND OTHER POST-RETIR112
PENSION AND OTHER POST-RETIREMENT BENEFITS - Estimated Future Benefit Payments (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Other Post-Retirement Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2,018 | $ 105 |
2,019 | 91 |
2,020 | 75 |
2,021 | 73 |
2,022 | 71 |
2023-2027 | 323 |
HNH Plans | Pension Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2,018 | 43,539 |
2,019 | 43,117 |
2,020 | 42,528 |
2,021 | 41,824 |
2,022 | 41,108 |
2023-2027 | 191,272 |
API Plan | Pension Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2,018 | 5,037 |
2,019 | 5,291 |
2,020 | 5,532 |
2,021 | 6,363 |
2,022 | 6,711 |
2023-2027 | $ 40,024 |
PENSION AND OTHER POST-RETIR113
PENSION AND OTHER POST-RETIREMENT BENEFITS - 401(k) Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
SPLP sponsored savings plan | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Employer matching contribution | 50.00% | ||
Maximum annual contribution per employee | 6.00% | ||
Savings plan contribution expense | $ 290 | $ 250 | $ 283 |
HNH sponsored savings plan | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Employer matching contribution | 50.00% | ||
Maximum annual contribution per employee | 6.00% | ||
Savings plan contribution expense | $ 2,200 | $ 2,200 | $ 1,900 |
Minimum | HNH sponsored savings plan | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Maximum annual contribution per employee | 1.00% | ||
Maximum | HNH sponsored savings plan | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Maximum annual contribution per employee | 75.00% |
CAPITAL AND ACCUMULATED OTHE114
CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE LOSS - Common Unit Repurchase Program (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 07, 2016 | |
Distribution Made to Limited Partner [Line Items] | |||
Common units outstanding (in shares) | 26,348,420 | 26,152,976 | |
Common Unit | |||
Distribution Made to Limited Partner [Line Items] | |||
Common units outstanding (in shares) | 26,348,420 | ||
Number of shares authorized to be repurchased (in shares) | 2,000,000 | ||
Purchases of SPLP common units (in shares) | 309,680 | ||
Purchases of SPLP common units | $ 5,958 |
CAPITAL AND ACCUMULATED OTHE115
CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE LOSS - Common Units Issuances and Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 13, 2017 | Dec. 22, 2016 | Dec. 31, 2017 |
Common Unit | |||
Partners' Capital [Line Items] | |||
Cash dividend paid | $ 3,923 | ||
Dividends declared (in dollars per share) | $ 0.15 | ||
Series A Preferred Units | |||
Partners' Capital [Line Items] | |||
Stated rate | 6.00% | ||
Preferred dividend paid | $ 4,700 | ||
Conversion term | 9 years | ||
Period prior to redemption for computing average common unit price | 60 days | ||
Settlement amount subject to mandatory redemption (in shares) | 1,600,000 |
CAPITAL AND ACCUMULATED OTHE116
CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE LOSS - Transactions (Details) $ / shares in Units, $ in Thousands | Dec. 23, 2016 | Feb. 06, 2017USD ($)$ / sharesshares | Oct. 12, 2017USD ($)shares | Dec. 31, 2017shares | Dec. 31, 2016shares |
Distribution Made to Limited Partner [Line Items] | |||||
Preferred units issued (in shares) | 26,348,420 | 26,152,976 | |||
Series A Preferred Units | |||||
Distribution Made to Limited Partner [Line Items] | |||||
Conversion ratio | 0.712 | ||||
Preferred units issued (in shares) | 2,500,000 | ||||
Liquidation preference (in dollars per share) | $ / shares | $ 25 | ||||
Value of shares converted | $ | $ 63,500 | ||||
Series A Preferred Units | Handy & Harman Ltd. (HNH) | |||||
Distribution Made to Limited Partner [Line Items] | |||||
Conversion ratio | 1.484 | ||||
Preferred units issued (in shares) | 5,400,000 | ||||
Preferred units issued (in shares) | 112,000,000 | ||||
Liquidation preference value | $ | $ 135,000 | ||||
Restricted shares | |||||
Distribution Made to Limited Partner [Line Items] | |||||
Value of shares converted | $ | $ 2,100 | ||||
Steel Excel | |||||
Distribution Made to Limited Partner [Line Items] | |||||
Ownership percentage | 100.00% | ||||
Handy & Harman Ltd. (HNH) | |||||
Distribution Made to Limited Partner [Line Items] | |||||
Ownership percentage | 100.00% |
CAPITAL AND ACCUMULATED OTHE117
CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE LOSS - Ownership Change / Increase (Details) $ / shares in Units, $ in Thousands | Dec. 31, 2015USD ($) | Dec. 30, 2015 | Dec. 28, 2015shares | Oct. 28, 2015$ / sharesshares | Dec. 31, 2015USD ($) | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 27, 2015 |
Conversion of Stock [Line Items] | ||||||||
Stock split, conversion ratio | 0.00001 | |||||||
WebFinancial Holding Corporation | ||||||||
Conversion of Stock [Line Items] | ||||||||
Ownership percentage | 90.70% | 100.00% | 100.00% | |||||
CoSine | ||||||||
Conversion of Stock [Line Items] | ||||||||
Ownership percentage | 80.60% | |||||||
WebFinancial Holding Corporation | ||||||||
Conversion of Stock [Line Items] | ||||||||
Ownership percentage | 91.20% | 91.20% | ||||||
WebFinancial Holding Corporation | Webfinancial Holdings | ||||||||
Conversion of Stock [Line Items] | ||||||||
Ownership percentage | 100.00% | |||||||
CoSine | ||||||||
Conversion of Stock [Line Items] | ||||||||
Ownership percentage | 100.00% | 100.00% | ||||||
Reverse stock split, minimum shares threshold (in shares) | 80,000 | |||||||
Ownership percentage | 11.90% | 19.40% | ||||||
DGT | ||||||||
Conversion of Stock [Line Items] | ||||||||
Stock split, minimum shares required to participate In stock split (in shares) | 100,000 | |||||||
Stock split, right to receive cash per share (in dollars per share) | $ / shares | $ 18.30 | |||||||
Stock split, right to receive cash | $ | $ 8,500 | $ 8,500 | ||||||
DGT Holdings Corp. | ||||||||
Conversion of Stock [Line Items] | ||||||||
Ownership percentage | 100.00% | 100.00% | 100.00% |
CAPITAL AND ACCUMULATED OTHE118
CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE LOSS - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balance at beginning of year | $ 704,258 | $ 740,362 | $ 664,106 |
Other comprehensive income (loss) | 28,213 | (18,051) | (57,935) |
Acquisition of AOCI from noncontrolling interests | (177,087) | (93) | |
Balance at end of year | 567,036 | 704,258 | 740,362 |
Other comprehensive income (loss), tax benefit - before reclassifications | 31,029 | ||
Reclassification adjustments, tax benefit | 329 | ||
Unrealized (loss) gain on available-for-sale securities | 28,597 | 13,351 | (26,389) |
Unrealized (losses) gains on derivative financial instruments | 624 | (1,158) | (1,757) |
Currency translation adjustments | 5,444 | (11,431) | (3,950) |
Changes in pension liabilities and post-retirement benefit obligations | 6,452 | 18,813 | 25,839 |
Unrealized gain on available-for-sale securities, parent | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balance at beginning of year | 62,527 | ||
Other comprehensive income (loss), net of tax - before reclassifications | 26,878 | ||
Reclassification adjustments, net of tax | 908 | ||
Other comprehensive income (loss) | 27,786 | ||
Acquisition of AOCI from noncontrolling interests | 765 | ||
Balance at end of year | 91,078 | 62,527 | |
Unrealized loss on derivative financial instruments, parent | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balance at beginning of year | (2,470) | ||
Other comprehensive income (loss), net of tax - before reclassifications | 569 | ||
Reclassification adjustments, net of tax | 0 | ||
Other comprehensive income (loss) | 569 | ||
Acquisition of AOCI from noncontrolling interests | 0 | ||
Balance at end of year | (1,901) | (2,470) | |
Cumulative translation adjustments, parent | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balance at beginning of year | (19,548) | ||
Other comprehensive income (loss), net of tax - before reclassifications | 4,512 | ||
Reclassification adjustments, net of tax | 0 | ||
Other comprehensive income (loss) | 4,512 | ||
Acquisition of AOCI from noncontrolling interests | (3,223) | ||
Balance at end of year | (18,259) | (19,548) | |
Change in net pension and other benefit obligations, parent | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balance at beginning of year | (109,270) | ||
Other comprehensive income (loss), net of tax - before reclassifications | (6,926) | ||
Reclassification adjustments, net of tax | 0 | ||
Other comprehensive income (loss) | (6,926) | ||
Acquisition of AOCI from noncontrolling interests | (60,889) | ||
Balance at end of year | (177,085) | (109,270) | |
Accumulated other comprehensive income (loss), parent | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balance at beginning of year | (68,761) | (54,268) | 2,805 |
Other comprehensive income (loss), net of tax - before reclassifications | 25,033 | ||
Reclassification adjustments, net of tax | 908 | ||
Other comprehensive income (loss) | 25,941 | ||
Acquisition of AOCI from noncontrolling interests | (63,347) | (1,939) | |
Balance at end of year | (106,167) | (68,761) | (54,268) |
Unrealized (loss) gain on available-for-sale securities | 27,786 | 11,877 | (32,487) |
Unrealized (losses) gains on derivative financial instruments | 569 | (1,055) | (1,415) |
Currency translation adjustments | 4,512 | (9,952) | (2,966) |
Changes in pension liabilities and post-retirement benefit obligations | 6,926 | 15,363 | 18,266 |
Investments in certain funds | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balance at beginning of year | 155,517 | 182,328 | 169,247 |
Acquisition of AOCI from noncontrolling interests | (144,476) | (1,737) | |
Balance at end of year | 20,933 | 155,517 | 182,328 |
Unrealized (loss) gain on available-for-sale securities | 811 | 1,474 | 6,098 |
Unrealized (losses) gains on derivative financial instruments | 55 | (103) | (342) |
Currency translation adjustments | 932 | (1,479) | (984) |
Changes in pension liabilities and post-retirement benefit obligations | $ (474) | $ 3,450 | $ 7,573 |
CAPITAL AND ACCUMULATED OTHE119
CAPITAL AND ACCUMULATED OTHER COMPREHENSIVE LOSS - Incentive Unit Expense and Common Unit Option Liability (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 01, 2012 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||
Incentive units granted, percentage of outstanding common units (as a percent) | 100.00% | |||
Incentive unit expense | $ 9,021,000 | $ 0 | $ 0 | |
Common Unit | ||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||
Common units repurchased during period (in shares) | 983,175 | |||
Common units repurchased during period, cost | $ 17,323,000 |
INCOME TAXES - Provision for (B
INCOME TAXES - Provision for (Benefit From) Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income from continuing operations, before income taxes, equity method income (loss) and investments held at fair value: | |||
Domestic | $ 34,971 | $ 19,778 | $ 22,107 |
Foreign | 5,452 | 2,660 | 1,262 |
Income from continuing operations before income taxes, equity method income (loss) and other investments held at fair value | 40,423 | 22,438 | 23,369 |
Current: | |||
Federal | 4,263 | 1,798 | 20,220 |
State | 4,872 | 6,459 | 5,841 |
Foreign | 2,953 | 3,148 | 995 |
Total income taxes, current | 12,088 | 11,405 | 27,056 |
Deferred: | |||
Federal | 44,592 | 13,625 | (105,928) |
State | (4,093) | (598) | 1,530 |
Foreign | (1,288) | (480) | (1,377) |
Total income taxes, deferred | 39,211 | 12,547 | (105,775) |
Income tax provision (benefit) | $ 51,299 | $ 23,952 | $ (78,719) |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Income Tax Expense Computed at the Federal Statutory Rate to the Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Income from continuing operations, before income taxes, equity method income (loss) and investments held at fair value: | $ 40,423 | $ 22,438 | $ 23,369 |
Federal income tax provision at statutory rate | 14,147 | 7,853 | 8,179 |
Loss passed through to common unitholders | 10,385 | 2,122 | 7,177 |
Income tax provision (benefit) at federal statutory income tax rate, including income passed through to common unitholders | 24,532 | 9,975 | 15,356 |
State income taxes, net of federal effect | 5,344 | 4,128 | 4,277 |
Change in valuation allowance | (48,598) | (1,327) | (91,052) |
Foreign tax rate differences | (1,202) | 43 | (235) |
Uncertain tax positions | 124 | (465) | (440) |
Repatriation tax | 2,165 | 0 | 0 |
Deferred tax rate change due to newly-enacted U.S. tax law | 69,992 | 0 | 0 |
Permanent differences and other | (1,058) | 11,598 | (6,625) |
Income tax provision (benefit) | $ 51,299 | $ 23,952 | $ (78,719) |
INCOME TAXES - Deferred Tax Ass
INCOME TAXES - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred Tax Assets: | ||
Operating loss carryforwards | $ 118,594 | $ 187,880 |
Postretirement and postemployment employee benefits | 70,151 | 108,571 |
Tax credit carryforwards | 13,412 | 46,517 |
Accrued costs | 4,151 | 9,600 |
Investment impairments and unrealized losses | 7,325 | 19,244 |
Inventories | 2,468 | 4,109 |
Environmental costs | 2,297 | 3,042 |
Impairment of long-lived assets | 2,122 | 3,245 |
Capital loss | 7,968 | 8,543 |
Other | 5,109 | 11,995 |
Gross deferred tax assets | 233,597 | 402,746 |
Deferred Tax Liabilities: | ||
Intangible assets | (33,376) | (52,149) |
Fixed assets | (28,468) | (39,898) |
Unremitted foreign earnings | 0 | (181) |
Unrealized gain on investment | (22,403) | 0 |
Other | (2,208) | (5,479) |
Gross deferred tax liabilities | (86,455) | (97,707) |
Valuation allowance | (41,138) | (126,163) |
Net deferred tax assets | 106,004 | 178,876 |
Deferred tax assets | 109,011 | 182,605 |
Deferred tax liabilities | $ 3,007 | $ 3,729 |
INCOME TAXES - Net Operating Lo
INCOME TAXES - Net Operating Losses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 01, 2017 | Mar. 31, 2016 | |
Operating Loss Carryforwards [Line Items] | |||||
Tax Cuts and Jobs Act, remeasurement of deferred tax balances tax expense | $ 56,552 | ||||
Tax Cuts and Jobs Act, repatriation tax | 2,165 | $ 0 | $ 0 | ||
Change in valuation allowance | 44,681 | 1,327 | 111,881 | ||
Deferred tax assets | 109,011 | 182,605 | |||
Change in valuation allowance | 48,598 | 1,327 | $ 91,052 | ||
Tax effect of net operating loss carryforwards | 118,594 | 187,880 | |||
Valuation allowance | 41,138 | $ 126,163 | |||
Federal and State Jurisdiction | |||||
Operating Loss Carryforwards [Line Items] | |||||
Credit carryforward | 4,481 | ||||
Federal | |||||
Operating Loss Carryforwards [Line Items] | |||||
Tax credit carryforwards, not subject to expiration | 2,600 | ||||
Handy & Harman Ltd. (HNH) | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carryforwards | 32,373 | ||||
Handy & Harman Ltd. (HNH) | State and Local Jurisdiction | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carryforwards | 8,697 | ||||
Steel Excel | Internal Revenue Service (IRS) | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carryforwards | 192,500 | ||||
Federal research and development credit carryforwards | 30,300 | ||||
Steel Excel | State and Local Jurisdiction | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carryforwards | 152,800 | ||||
Federal research and development credit carryforwards | 17,700 | ||||
WebFinancial Holding Corporation | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carryforwards | 251,810 | ||||
Credit carryforward | 7,563 | ||||
Change in valuation allowance | 111,881 | ||||
Tax effect of net operating loss carryforwards | $ 4,182 | ||||
Valuation allowance | 10,662 | ||||
WebFinancial Holding Corporation | State and Local Jurisdiction | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carryforwards | 51,366 | ||||
API | Federal | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carryforwards | 6,040 | ||||
API | Foreign Tax Authority | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carryforwards | $ 3,199 | ||||
Accounting Standards Update 2016-09 | |||||
Operating Loss Carryforwards [Line Items] | |||||
Deferred tax assets | $ 4,600 | ||||
Valuation allowance | $ 4,600 |
INCOME TAXES - Change in the Am
INCOME TAXES - Change in the Amount of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Balance at beginning of period | $ 29,394 | $ 29,072 |
Additions for tax positions related to current year | 32,564 | 175 |
Additions for tax positions acquired | 0 | 1,114 |
Additions due to interest accrued | 120 | 148 |
Payments | 0 | 0 |
Reductions due to lapsed statute of limitations | (1,350) | (1,115) |
Balance at end of period | $ 60,728 | $ 29,394 |
INCOME TAXES - Uncertain Tax Po
INCOME TAXES - Uncertain Tax Positions (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 31, 2016 | |
Income Tax Contingency [Line Items] | ||||
Unrecognized tax benefits | $ 60,728 | $ 29,394 | $ 29,072 | |
Handy & Harman Ltd. (HNH) | ||||
Income Tax Contingency [Line Items] | ||||
Unrecognized tax benefits | 3,394 | 2,581 | ||
Jurisdictional offset amount | 648 | 300 | ||
Unrecognized tax benefits, interest related | 299 | 300 | ||
Change in unrecognized tax benefits that is reasonably possible | 708 | |||
Liability/refund adjustment from settlement with taxing authority | $ 100 | |||
Steel Excel | ||||
Income Tax Contingency [Line Items] | ||||
Unrecognized tax benefits | 55,326 | 26,813 | ||
Unrecognized tax benefits that would impact effective tax rate | 36,800 | |||
Decrease from reversal of reserves | 700 | |||
Decrease in unrecognized ta benefits | 700 | |||
Interest and penalties recognized | 0 | $ 0 | $ 0 | |
WebFinancial Holding Corporation | ||||
Income Tax Contingency [Line Items] | ||||
Unrecognized tax benefits | $ 2,008 |
NET (LOSS) INCOME PER COMMON126
NET (LOSS) INCOME PER COMMON UNIT - Net Income Per Common Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Net Income (Loss) Available to Common Stockholders, Basic [Abstract] | |||||||||||
Net income from continuing operations | $ (17,513) | $ 10,905 | $ 15,718 | $ (3,098) | $ (22,701) | $ 13,069 | $ 9,859 | $ 2,344 | $ 6,012 | $ 2,571 | $ 70,311 |
Net (income) loss from continuing operations attributable to noncontrolling interests in consolidated entities | (6,028) | 4,059 | 10,875 | ||||||||
Net (loss) income from continuing operations attributable to common unitholders | (16) | 6,630 | 81,186 | ||||||||
Net income from discontinued operations | 0 | 0 | 86,257 | ||||||||
Net income from discontinued operations attributable to noncontrolling interests in consolidated entities | 0 | 0 | (30,708) | ||||||||
Net income from discontinued operations attributable to common unitholders | 0 | 0 | 55,549 | ||||||||
Net (loss) income attributable to common unitholders | $ (16) | $ 6,630 | $ 136,735 | ||||||||
Net (loss) income per common unit - basic (in dollars per share) | |||||||||||
Net (loss) income from continuing operations (in dollars per share) | $ (0.55) | $ 0.27 | $ 0.43 | $ (0.16) | $ (0.59) | $ 0.41 | $ 0.35 | $ 0.07 | $ 0 | $ 0.25 | $ 2.97 |
Net income from discontinued operations (in dollars per share) | 0 | 0 | 2.03 | ||||||||
Net (loss) income attributable to common unitholders (in dollars per share) | (0.55) | 0.27 | 0.43 | (0.16) | (0.59) | 0.41 | 0.35 | 0.07 | 0 | 0.25 | 5 |
Net (loss) income per common unit - diluted (in dollars per share) | |||||||||||
Net (loss) income from continuing operations (in dollars per share) | (0.55) | 0.27 | 0.41 | (0.16) | (0.59) | 0.41 | 0.35 | 0.07 | 0 | 0.25 | 2.96 |
Net income from discontinued operations (in dollars per share) | 0 | 0 | 2.02 | ||||||||
Net (loss) income attributable to common unitholders (in dollars per share) | $ (0.55) | $ 0.27 | $ 0.41 | $ (0.16) | $ (0.59) | $ 0.41 | $ 0.35 | $ 0.07 | $ 0 | $ 0.25 | $ 4.98 |
Weighted average common units outstanding - basic (in shares) | |||||||||||
Weighted average number of common units outstanding - basic (in shares) | 26,053,098 | 26,353,714 | 27,317,974 | ||||||||
Incentive units (in shares) | 0 | 0 | 112,127 | ||||||||
Unvested restricted units (in shares) | 0 | 132,495 | 12,207 | ||||||||
Denominator for net income per common unit - diluted (in shares) | 26,053,098 | 26,486,209 | 27,442,308 | ||||||||
Common Units | |||||||||||
Weighted average common units outstanding - basic (in shares) | |||||||||||
Anti-dilutive shares (shares) | 307,448 | ||||||||||
Series A Preferred Units | |||||||||||
Weighted average common units outstanding - basic (in shares) | |||||||||||
Anti-dilutive shares (shares) | 4,738,844 | ||||||||||
Restricted Stock Units | |||||||||||
Weighted average common units outstanding - basic (in shares) | |||||||||||
Anti-dilutive shares (shares) | 39,634 |
FAIR VALUE MEASUREMENTS - Hiera
FAIR VALUE MEASUREMENTS - Hierarchy Table (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Assets: | ||
Financial assets | $ 316,574 | $ 187,532 |
Liabilities: | ||
Financial liabilities | 16,202 | 13,788 |
Marketable securities | ||
Assets: | ||
Financial assets | 58,313 | 53,650 |
Long-term investments | ||
Assets: | ||
Financial assets | 233,360 | 117,016 |
Investments in certain funds | ||
Assets: | ||
Financial assets | 407 | 469 |
Precious metal and commodity inventories recorded at fair value | ||
Assets: | ||
Financial assets | 10,993 | 10,143 |
Economic interests in loans | ||
Assets: | ||
Financial assets | 13,126 | |
Financial instrument obligations | ||
Liabilities: | ||
Derivative instruments, liabilities | 15,629 | 12,640 |
Commodity contracts on precious metal and commodity inventories | ||
Assets: | ||
Financial assets | 6,162 | |
Liabilities: | ||
Derivative instruments, liabilities | 127 | |
Interest rate swap agreement | ||
Liabilities: | ||
Derivative instruments, liabilities | 108 | |
Foreign currency forward exchange contracts | ||
Assets: | ||
Financial assets | 166 | 92 |
Liabilities: | ||
Derivative instruments, liabilities | 188 | 1,040 |
Warrant | ||
Assets: | ||
Financial assets | 206 | |
Long put options | ||
Assets: | ||
Financial assets | 3 | |
Short call options | ||
Liabilities: | ||
Derivative instruments, liabilities | 258 | |
Recurring | Level 1 | ||
Assets: | ||
Financial assets | 277,117 | 147,065 |
Liabilities: | ||
Financial liabilities | 15,887 | 12,640 |
Recurring | Level 1 | Marketable securities | ||
Assets: | ||
Financial assets | 44,371 | 25,498 |
Recurring | Level 1 | Long-term investments | ||
Assets: | ||
Financial assets | 221,750 | 111,424 |
Recurring | Level 1 | Investments in certain funds | ||
Assets: | ||
Financial assets | 0 | 0 |
Recurring | Level 1 | Precious metal and commodity inventories recorded at fair value | ||
Assets: | ||
Financial assets | 10,993 | 10,143 |
Recurring | Level 1 | Economic interests in loans | ||
Assets: | ||
Financial assets | 0 | |
Recurring | Level 1 | Financial instrument obligations | ||
Liabilities: | ||
Derivative instruments, liabilities | 15,629 | 12,640 |
Recurring | Level 1 | Commodity contracts on precious metal and commodity inventories | ||
Assets: | ||
Financial assets | 0 | |
Liabilities: | ||
Derivative instruments, liabilities | 0 | |
Recurring | Level 1 | Interest rate swap agreement | ||
Liabilities: | ||
Derivative instruments, liabilities | 0 | |
Recurring | Level 1 | Foreign currency forward exchange contracts | ||
Assets: | ||
Financial assets | 0 | 0 |
Liabilities: | ||
Derivative instruments, liabilities | 0 | 0 |
Recurring | Level 1 | Warrant | ||
Assets: | ||
Financial assets | 0 | |
Recurring | Level 1 | Long put options | ||
Assets: | ||
Financial assets | 3 | |
Recurring | Level 1 | Short call options | ||
Liabilities: | ||
Derivative instruments, liabilities | 258 | |
Recurring | Level 2 | ||
Assets: | ||
Financial assets | 12,541 | 8,436 |
Liabilities: | ||
Financial liabilities | 315 | 1,148 |
Recurring | Level 2 | Marketable securities | ||
Assets: | ||
Financial assets | 1,988 | 3,994 |
Recurring | Level 2 | Long-term investments | ||
Assets: | ||
Financial assets | 10,387 | 4,350 |
Recurring | Level 2 | Investments in certain funds | ||
Assets: | ||
Financial assets | 0 | 0 |
Recurring | Level 2 | Precious metal and commodity inventories recorded at fair value | ||
Assets: | ||
Financial assets | 0 | 0 |
Recurring | Level 2 | Economic interests in loans | ||
Assets: | ||
Financial assets | 0 | |
Recurring | Level 2 | Financial instrument obligations | ||
Liabilities: | ||
Derivative instruments, liabilities | 0 | 0 |
Recurring | Level 2 | Commodity contracts on precious metal and commodity inventories | ||
Assets: | ||
Financial assets | 0 | |
Liabilities: | ||
Derivative instruments, liabilities | 127 | |
Recurring | Level 2 | Interest rate swap agreement | ||
Liabilities: | ||
Derivative instruments, liabilities | 108 | |
Recurring | Level 2 | Foreign currency forward exchange contracts | ||
Assets: | ||
Financial assets | 166 | 92 |
Liabilities: | ||
Derivative instruments, liabilities | 188 | 1,040 |
Recurring | Level 2 | Warrant | ||
Assets: | ||
Financial assets | 0 | |
Recurring | Level 2 | Long put options | ||
Assets: | ||
Financial assets | 0 | |
Recurring | Level 2 | Short call options | ||
Liabilities: | ||
Derivative instruments, liabilities | 0 | |
Recurring | Level 3 | ||
Assets: | ||
Financial assets | 26,916 | 32,031 |
Liabilities: | ||
Financial liabilities | 0 | 0 |
Recurring | Level 3 | Marketable securities | ||
Assets: | ||
Financial assets | 11,954 | 24,158 |
Recurring | Level 3 | Long-term investments | ||
Assets: | ||
Financial assets | 1,223 | 1,242 |
Recurring | Level 3 | Investments in certain funds | ||
Assets: | ||
Financial assets | 407 | 469 |
Recurring | Level 3 | Precious metal and commodity inventories recorded at fair value | ||
Assets: | ||
Financial assets | 0 | 0 |
Recurring | Level 3 | Economic interests in loans | ||
Assets: | ||
Financial assets | 13,126 | |
Recurring | Level 3 | Financial instrument obligations | ||
Liabilities: | ||
Derivative instruments, liabilities | 0 | 0 |
Recurring | Level 3 | Commodity contracts on precious metal and commodity inventories | ||
Assets: | ||
Financial assets | 6,162 | |
Liabilities: | ||
Derivative instruments, liabilities | 0 | |
Recurring | Level 3 | Interest rate swap agreement | ||
Liabilities: | ||
Derivative instruments, liabilities | 0 | |
Recurring | Level 3 | Foreign currency forward exchange contracts | ||
Assets: | ||
Financial assets | 0 | 0 |
Liabilities: | ||
Derivative instruments, liabilities | 0 | $ 0 |
Recurring | Level 3 | Warrant | ||
Assets: | ||
Financial assets | 206 | |
Recurring | Level 3 | Long put options | ||
Assets: | ||
Financial assets | 0 | |
Recurring | Level 3 | Short call options | ||
Liabilities: | ||
Derivative instruments, liabilities | $ 0 |
FAIR VALUE MEASUREMENTS - Unobs
FAIR VALUE MEASUREMENTS - Unobservable Inputs Reconciliation - Assets (Details) - Recurring - Level 3 - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Assets | |||
Balance at beginning of period | $ 32,031 | $ 30,454 | $ 48,406 |
Purchases | 5,183 | ||
Sales and cash collections | (19,404) | (8,848) | (12,938) |
Realized loss on sale | 309 | 8 | |
Unrealized gains | 13,999 | 11,657 | 484 |
Unrealized losses | (19) | (1,232) | (10,689) |
Balance at end of period | 26,916 | 32,031 | 30,454 |
Investments in Associated Companies | |||
Assets | |||
Balance at beginning of period | 1,223 | 1,931 | 2,163 |
Purchases | 0 | ||
Sales and cash collections | 0 | 0 | |
Realized loss on sale | 0 | 0 | |
Unrealized gains | 0 | 0 | 0 |
Unrealized losses | 0 | (708) | (232) |
Balance at end of period | 1,223 | 1,223 | 1,931 |
Other Investments - Related Party | |||
Assets | |||
Balance at beginning of period | 0 | 0 | 9,623 |
Purchases | 0 | ||
Sales and cash collections | 0 | 0 | (9,985) |
Realized loss on sale | 0 | 0 | |
Unrealized gains | 0 | 0 | 484 |
Unrealized losses | 0 | 0 | (122) |
Balance at end of period | 0 | 0 | 0 |
STCN Warrants | |||
Assets | |||
Balance at beginning of period | 19 | 543 | 2,199 |
Purchases | 0 | ||
Sales and cash collections | 0 | 0 | 0 |
Realized loss on sale | 0 | 0 | |
Unrealized gains | 0 | 0 | 0 |
Unrealized losses | (19) | (524) | (1,656) |
Balance at end of period | 0 | 19 | 543 |
Marketable Securities and Other | |||
Assets | |||
Balance at beginning of period | 30,789 | 27,980 | 34,421 |
Purchases | 5,183 | ||
Sales and cash collections | (19,404) | (8,848) | (2,953) |
Realized loss on sale | 309 | 8 | |
Unrealized gains | 13,999 | 11,657 | 0 |
Unrealized losses | 0 | 0 | (8,679) |
Balance at end of period | $ 25,693 | $ 30,789 | $ 27,980 |
FAIR VALUE MEASUREMENTS - Narra
FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | $ 2,164,040 | $ 1,967,115 |
Marketable Securities and Other | Minimum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Constant prepayment rate | 7.35% | |
Constant default rate | 1.02% | |
Discount rate | 1.24% | |
Marketable Securities and Other | Maximum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Constant prepayment rate | 31.03% | |
Constant default rate | 19.46% | |
Discount rate | 27.76% | |
Inactive properties | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | $ 6,300 | $ 10,393 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | 288 Months Ended | |||||
Jun. 30, 2017USD ($) | Dec. 31, 2012USD ($) | Dec. 31, 2017USD ($)claim | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2017USD ($)claimdefendant | Nov. 30, 2017 | Sep. 18, 2017USD ($) | |
Loss Contingencies [Line Items] | ||||||||
Rent expense | $ 17,895 | $ 15,335 | $ 10,026 | |||||
Accrual for environmental matters | $ 10,949 | $ 10,949 | ||||||
SurfTech Sites | ||||||||
Loss Contingencies [Line Items] | ||||||||
Expected percentage of estimated costs over accrual | 25.00% | 25.00% | ||||||
SurfTech Sites | Minimum | ||||||||
Loss Contingencies [Line Items] | ||||||||
Estimate of loss above accrued liability | $ 100 | |||||||
SurfTech Sites | Maximum | ||||||||
Loss Contingencies [Line Items] | ||||||||
Estimate of loss above accrued liability | 4,000 | |||||||
Pennsauken | Unfavorable regulatory action | ||||||||
Loss Contingencies [Line Items] | ||||||||
Damages sought, value | $ 1,800 | |||||||
Camden | ||||||||
Loss Contingencies [Line Items] | ||||||||
Accrual for environmental matters | $ 2,800 | $ 2,800 | ||||||
Former owner/operator | SurfTech Sites | ||||||||
Loss Contingencies [Line Items] | ||||||||
Responsibility for site investigation and remediation costs (as a percent) | 75.00% | 75.00% | ||||||
Investigation and remediation costs | $ 6,600 | |||||||
HHEM and HNH | SurfTech Sites | ||||||||
Loss Contingencies [Line Items] | ||||||||
Responsibility for site investigation and remediation costs (as a percent) | 25.00% | 25.00% | ||||||
Accrual for environmental loss contingencies, payments | $ 1,000 | |||||||
HHEM | SurfTech Sites | ||||||||
Loss Contingencies [Line Items] | ||||||||
Investigation and remediation costs | 2,100 | |||||||
Handy & Harman Ltd. (HNH) | ||||||||
Loss Contingencies [Line Items] | ||||||||
Accrual for environmental matters | 9,200 | $ 9,200 | ||||||
SL Industries, Inc. (SLI) | SurfTech Sites | Minimum | ||||||||
Loss Contingencies [Line Items] | ||||||||
Estimate of loss above accrued liability | 300 | |||||||
SL Industries, Inc. (SLI) | SurfTech Sites | Maximum | ||||||||
Loss Contingencies [Line Items] | ||||||||
Estimate of loss above accrued liability | 1,800 | |||||||
SL Industries, Inc. (SLI) | Pennsauken | ||||||||
Loss Contingencies [Line Items] | ||||||||
Accrual for environmental loss contingencies, payments | $ 2,100 | |||||||
Settlement amount offered to regulatory authority | 300 | |||||||
SL Industries, Inc. (SLI) | Wayne facility | ||||||||
Loss Contingencies [Line Items] | ||||||||
Accrual for environmental matters | $ 1,300 | $ 1,300 | ||||||
BNS Subsidiary | ||||||||
Loss Contingencies [Line Items] | ||||||||
Total claims (in number of claims) | claim | 1,390 | 1,390 | ||||||
Number of claims, dismissed, settled or granted summary judgment and closed (in claims) | claim | 1,340 | |||||||
Claims, litigation matters (in number of claims) | claim | 50 | 50 | ||||||
BNS Subsidiary | Insurance claims | ||||||||
Loss Contingencies [Line Items] | ||||||||
Insurance, coverage limit | $ 183,000 | |||||||
Remaining coverage limit | 1,543 | |||||||
Accrual relating to open and active claims | 1,349 | $ 1,349 | $ 1,349 | |||||
BNS Subsidiary | Minimum | ||||||||
Loss Contingencies [Line Items] | ||||||||
Loss contingency, number of defendants (in defendants) | defendant | 100 | |||||||
BNS Subsidiary | Maximum | ||||||||
Loss Contingencies [Line Items] | ||||||||
Claims settled, average settlement value | 3 | |||||||
Environmental and other matters | Sold Parcel | ||||||||
Loss Contingencies [Line Items] | ||||||||
Remaining remediation and monitoring costs | 100 | |||||||
Environmental and other matters | Adjacent Parcel | ||||||||
Loss Contingencies [Line Items] | ||||||||
Remaining remediation and monitoring costs | 306 | |||||||
Environmental and other matters | Adjacent Parcel | Minimum | ||||||||
Loss Contingencies [Line Items] | ||||||||
Estimate of loss above accrued liability | 2,000 | |||||||
Environmental and other matters | Adjacent Parcel | Maximum | ||||||||
Loss Contingencies [Line Items] | ||||||||
Estimate of loss above accrued liability | $ 6,000 | |||||||
Camden - past and future expenses | SL Industries, Inc. (SLI) | ||||||||
Loss Contingencies [Line Items] | ||||||||
Responsibility for site investigation and remediation costs (as a percent) | 10.00% | |||||||
Damages claimed | $ 1,800 |
COMMITMENTS AND CONTINGENCIE131
COMMITMENTS AND CONTINGENCIES - Minimum Future Operating Lease Commitments (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,018 | $ 10,153 |
2,019 | 6,789 |
2,020 | 5,385 |
2,021 | 4,596 |
2,022 | 3,893 |
Thereafter | 14,608 |
Total | $ 45,424 |
RELATED PARTY TRANSACTIONS - Ma
RELATED PARTY TRANSACTIONS - Management Agreement (Details) - SP General Services LLC - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||
Service fee percentage | 1.50% | ||
Management agreement renewal, term | 1 year | ||
Notice period prior to management agreement renewal, period (in days) | 60 days | ||
Management fee | |||
Related Party Transaction [Line Items] | |||
Services fees and reimbursable expenses | $ 8,987 | $ 8,583 | $ 8,150 |
Deferred fees payable to related party | 487 | 0 | |
Reimbursable Expenses | |||
Related Party Transaction [Line Items] | |||
Services fees and reimbursable expenses | 4,708 | 4,222 | $ 2,906 |
Deferred fees payable to related party | $ 881 | $ 1,031 |
RELATED PARTY TRANSACTIONS - Co
RELATED PARTY TRANSACTIONS - Corporate Services (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Management fee | Related Parties | |
Related Party Transaction [Line Items] | |
Services fees and reimbursable expenses | $ 2,720 |
RELATED PARTY TRANSACTIONS - Ot
RELATED PARTY TRANSACTIONS - Other (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Related Party Transaction [Line Items] | ||
Deposits | $ 511,000 | $ 365,605 |
WebBank | Related Parties | ||
Related Party Transaction [Line Items] | ||
Deposits | 2,438 | 2,786 |
Consolidation, elimination, WebBank | Related Parties | ||
Related Party Transaction [Line Items] | ||
Deposits | $ 357 | $ 718 |
SEGMENT INFORMATION (Segment De
SEGMENT INFORMATION (Segment Description) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Diversified Industrial | |||
Segment Reporting Information [Line Items] | |||
Revenue | $ 12,000 | $ 11,751 | $ 10,200 |
Energy | |||
Segment Reporting Information [Line Items] | |||
Revenue | 8,150 | 8,150 | 8,150 |
Financial services | |||
Segment Reporting Information [Line Items] | |||
Revenue | $ 4,700 | $ 4,700 | $ 3,167 |
SEGMENT INFORMATION - Segment E
SEGMENT INFORMATION - Segment Eliminations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 335,277 | $ 355,040 | $ 358,391 | $ 323,319 | $ 318,505 | $ 316,849 | $ 281,402 | $ 246,793 | $ 1,372,027 | $ 1,163,549 | $ 965,059 |
Income (loss) from continuing operations before income taxes: | 57,311 | 26,523 | (8,408) | ||||||||
Income tax provision (benefit) | 51,299 | 23,952 | (78,719) | ||||||||
Net income from continuing operations | $ (17,513) | $ 10,905 | $ 15,718 | $ (3,098) | $ (22,701) | $ 13,069 | $ 9,859 | $ 2,344 | 6,012 | 2,571 | 70,311 |
Income (loss) from equity method investments and other investments held at fair value, net of taxes | 16,888 | 4,085 | (31,777) | ||||||||
Diversified Industrial | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 1,156,187 | 998,556 | 763,009 | ||||||||
Income (loss) from continuing operations before income taxes: | 50,104 | 19,175 | 42,281 | ||||||||
Income (loss) from equity method investments and other investments held at fair value, net of taxes | 0 | 8,078 | (1,252) | ||||||||
Energy | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 135,461 | 93,995 | 132,620 | ||||||||
Income (loss) from continuing operations before income taxes: | (21,514) | (11,459) | (95,112) | ||||||||
Income (loss) from equity method investments and other investments held at fair value, net of taxes | 593 | 9,944 | (16,102) | ||||||||
Financial services | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 80,379 | 70,998 | 69,430 | ||||||||
Income (loss) from continuing operations before income taxes: | 41,328 | 42,518 | 46,314 | ||||||||
Corporate and other | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Income (loss) from continuing operations before income taxes: | (12,607) | (23,711) | (1,891) | ||||||||
Income (loss) from equity method investments and other investments held at fair value, net of taxes | $ 16,295 | $ (13,937) | $ (14,423) |
SEGMENT INFORMATION - Interest
SEGMENT INFORMATION - Interest Expense, Capital Expenditures, Depreciation and Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||
Interest Expense | $ 27,489 | $ 13,647 | $ 10,312 |
Capital Expenditures | 54,737 | 34,183 | 23,252 |
Depreciation and Amortization | 71,936 | 70,546 | 48,560 |
Finance interest expense | 4,685 | 2,595 | 1,450 |
Diversified Industrial | |||
Segment Reporting Information [Line Items] | |||
Interest Expense | 13,471 | 8,089 | 5,238 |
Capital Expenditures | 40,374 | 27,953 | 17,212 |
Depreciation and Amortization | 50,741 | 50,100 | 27,340 |
Energy | |||
Segment Reporting Information [Line Items] | |||
Interest Expense | 1,421 | 1,544 | 2,455 |
Capital Expenditures | 13,468 | 5,082 | 4,785 |
Depreciation and Amortization | 20,735 | 20,076 | 20,629 |
Financial services | |||
Segment Reporting Information [Line Items] | |||
Interest Expense | 4,685 | 2,595 | 1,450 |
Capital Expenditures | 834 | 102 | 1,153 |
Depreciation and Amortization | 294 | 274 | 170 |
Corporate and other | |||
Segment Reporting Information [Line Items] | |||
Interest Expense | 7,912 | 1,419 | 1,169 |
Capital Expenditures | 61 | 1,046 | 102 |
Depreciation and Amortization | $ 166 | $ 96 | $ 421 |
SEGMENT INFORMATION - Identifia
SEGMENT INFORMATION - Identifiable Assets Employed (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Segment Reporting Information [Line Items] | ||
Assets | $ 2,164,040 | $ 1,967,115 |
Operating segments | ||
Segment Reporting Information [Line Items] | ||
Assets | 2,161,491 | 1,959,336 |
Operating segments | Diversified Industrial | ||
Segment Reporting Information [Line Items] | ||
Assets | 1,070,874 | 1,072,147 |
Operating segments | Energy | ||
Segment Reporting Information [Line Items] | ||
Assets | 416,460 | 299,480 |
Operating segments | Financial services | ||
Segment Reporting Information [Line Items] | ||
Assets | 612,378 | 456,811 |
Operating segments | Corporate and other | ||
Segment Reporting Information [Line Items] | ||
Assets | 61,779 | 130,898 |
Discontinued operations | Segment reconciling items | ||
Segment Reporting Information [Line Items] | ||
Assets | 2,549 | 7,779 |
Inactive properties | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 6,300 | $ 10,393 |
SEGMENT INFORMATION - Revenue a
SEGMENT INFORMATION - Revenue and Long-Lived Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | $ 335,277 | $ 355,040 | $ 358,391 | $ 323,319 | $ 318,505 | $ 316,849 | $ 281,402 | $ 246,793 | $ 1,372,027 | $ 1,163,549 | $ 965,059 |
Long-lived Assets | 278,291 | 271,805 | 278,291 | 271,805 | 262,702 | ||||||
United States | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 1,149,792 | 983,380 | 824,363 | ||||||||
Long-lived Assets | 239,834 | 241,324 | 239,834 | 241,324 | 215,619 | ||||||
Foreign | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 222,235 | 180,169 | 140,696 | ||||||||
Long-lived Assets | $ 38,457 | $ 30,481 | $ 38,457 | $ 30,481 | $ 47,083 |
REGULATORY MATTERS - Requiremen
REGULATORY MATTERS - Requirements (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items] | ||
Tier 1 Common Capital for capital adequacy buffer, percentage | 2.50% | |
Tier 1 Risk Capital required for capital adequacy with buffer, effective results | 7.00% | |
Total Capital (to risk-weighted assets) | ||
Actual | $ 111,102 | $ 90,369 |
For capital adequacy purposes | 30,710 | 21,320 |
Minimum capital adequacy with capital buffer | 35,509 | 22,985 |
To be well capitalized under prompt corrective provisions | 38,388 | 26,649 |
Tier 1 Capital (to risk-weighted assets) | ||
Actual | 106,296 | 88,698 |
For capital adequacy purposes | 23,033 | 15,990 |
Minimum capital adequacy with capital buffer, tier 1 | 27,831 | 17,655 |
To be well capitalized under prompt corrective provisions | 30,710 | 21,320 |
Common Equity Tier 1 Capital (to risk-weighted assets) | ||
Actual | 106,296 | 88,698 |
For capital adequacy purposes | 17,275 | 11,992 |
Minimum capital adequacy with capital buffer, tier 1 | 22,073 | 13,658 |
To be well capitalized under prompt corrective provisions | 24,952 | 17,322 |
Tier 1 Capital (to average assets) | ||
Actual | 106,296 | 88,698 |
For capital adequacy purposes | 22,398 | 15,956 |
To be well capitalized under prompt corrective provisions | $ 27,998 | $ 19,944 |
Risk Based Ratios (as a percent) | ||
Total Capital (to risk-weighted assets) Actual | 28.90% | 33.90% |
Total Capital (to risk-weighted assets) for capital adequacy purposes | 8.00% | 8.00% |
Total Capital (to risk-weighted assets) for capital adequacy with buffer | 9.25% | 8.63% |
Total Capital (to risk-weighted assets) to be well capitalized under prompt corrective provisions | 10.00% | 10.00% |
Tier 1 Capital (to risk-weighted assets) Actual | 27.70% | 33.30% |
Tier 1 Capital (to risk-weighted assets) for adequacy purposes | 6.00% | 6.00% |
Tier 1 Capital (to risk-weighted assets) for adequacy with buffer | 7.25% | 6.63% |
Tier 1 Capital (to risk-weighted assets) to be well capitalized under prompt corrective provisions | 8.00% | 8.00% |
Leverage Ratios (as a percent) | ||
Common Equity Tier 1 Capital (to risk-weighted assets) Actual | 27.70% | 33.30% |
Common Equity Tier 1 Capital (to risk-weighted assets) for capital adequacy | 4.50% | 4.50% |
Common Equity Tier 1 Capital (to risk-weighted assets) for capital with buffer | 5.75% | 5.13% |
Common Equity Tier 1 Capital (to risk-weighted assets) to be well capitalized | 6.50% | 6.50% |
Tier 1 Capital (to average assets) Actual | 19.00% | 22.20% |
Tier 1 Capital (to average assets) for capital adequacy purposes | 4.00% | 4.00% |
Tier 1 Capital (to average assets) to be well capitalized under prompt corrective provisions | 5.00% | 5.00% |
Minimum | ||
Risk Based Ratios (as a percent) | ||
Total Capital (to risk-weighted assets) for capital adequacy with buffer | 10.50% | |
Tier 1 Capital (to risk-weighted assets) for adequacy purposes | 4.00% | |
Tier 1 Capital (to risk-weighted assets) for adequacy with buffer | 8.50% | |
Maximum | ||
Risk Based Ratios (as a percent) | ||
Tier 1 Capital (to risk-weighted assets) for adequacy purposes | 6.00% |
SUPPLEMENTAL CASH FLOW INFOR141
SUPPLEMENTAL CASH FLOW INFORMATION - Supplemental Non-Cash Activities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Supplemental Cash Flow Elements [Abstract] | |||
Interest | $ 22,029 | $ 11,900 | $ 9,213 |
Taxes | 19,774 | 12,078 | 24,221 |
Reclassification of investment in associated company to cost of an acquisition | 0 | 39,794 | 66,239 |
Reclassification of investment in associated company to investment in consolidated subsidiaries | 0 | 0 | 48,748 |
Reclassification of available-for-sale securities to equity method investment | 0 | 0 | 10,857 |
Partnership interest exchanged for marketable securities | 0 | 0 | 25,000 |
Sales of marketable securities not settled | 0 | 0 | 23,229 |
Securities delivered in exchange for settlement of financial instrument obligations | 0 | 9,155 | 76 |
Exchange of debt securities for equity securities | 3,317 | 0 | 0 |
Common unit dividend declared and not paid | 0 | 3,923 | 0 |
Repurchase of common stock by subsidiary not paid | 0 | 0 | (8,557) |
Issuance of SPLP Preferred Units to purchase subsidiary shares from noncontrolling interests | $ 198,817 | $ 0 | $ 0 |
OTHER INCOME, NET - Other Incom
OTHER INCOME, NET - Other Income, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Other Income and Expenses [Abstract] | |||
Investment income | $ (1,191) | $ (3,739) | $ (12,763) |
Realized gains on sale of marketable securities, net | (790) | (3,288) | (32,466) |
Realized losses on financial instrument obligations | 2,918 | 60 | 477 |
Realized gain on non-monetary exchange | 0 | 0 | (9,268) |
Other, net | (843) | (5,582) | (1,873) |
Other expense (income), net | $ 94 | $ (12,549) | $ (55,893) |
PARENT COMPANY CONDENSED FIN143
PARENT COMPANY CONDENSED FINANCIAL INFORMATION - Condensed Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Condensed Financial Statements, Captions [Line Items] | ||||
Cash and cash equivalents | $ 418,755 | $ 450,128 | $ 185,852 | $ 188,983 |
Prepaid expenses and other current assets | 19,597 | 17,638 | ||
Total current assets | 1,028,562 | 915,511 | ||
Other non-current assets | 61,074 | 30,698 | ||
Total Assets | 2,164,040 | 1,967,115 | ||
Accrued liabilities | 74,118 | 81,509 | ||
Total current liabilities | 514,873 | 465,766 | ||
Preferred unit liability | 176,512 | 0 | ||
Total Liabilities | 1,597,004 | 1,262,857 | ||
Commitments and Contingencies | ||||
Partners' capital common units: 26,348,420 and 26,152,976 issued and outstanding (after deducting 10,868,367 and 10,558,687 held in treasury, at cost of $170,858 and $164,900), respectively | 652,270 | 617,502 | ||
Accumulated other comprehensive loss | (106,167) | (68,761) | ||
Total Partners' Capital | 546,103 | 548,741 | ||
Noncontrolling interests in consolidated entities | 20,933 | 155,517 | ||
Total Capital | 567,036 | 704,258 | 740,362 | 664,106 |
Total Liabilities and Capital | 2,164,040 | 1,967,115 | ||
Parent | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 64 | 71 | $ 57 | $ 2,783 |
Prepaid expenses and other current assets | 103 | 204 | ||
Total current assets | 167 | 275 | ||
Other non-current assets | 2,385 | 144 | ||
Investments in subsidiaries | 759,365 | 710,057 | ||
Total Assets | 761,917 | 710,476 | ||
Accrued liabilities | 769 | 0 | ||
Dividends payable | 0 | 4,063 | ||
Intercompany payable | 17,600 | 2,155 | ||
Total current liabilities | 18,369 | 6,218 | ||
Preferred unit liability | 176,512 | 0 | ||
Total Liabilities | 194,881 | 6,218 | ||
Commitments and Contingencies | ||||
Partners' capital common units: 26,348,420 and 26,152,976 issued and outstanding (after deducting 10,868,367 and 10,558,687 held in treasury, at cost of $170,858 and $164,900), respectively | 652,270 | 617,502 | ||
Accumulated other comprehensive loss | (106,167) | (68,761) | ||
Total Partners' Capital | 546,103 | 548,741 | ||
Noncontrolling interests in consolidated entities | 20,933 | 155,517 | ||
Total Capital | 567,036 | 704,258 | ||
Total Liabilities and Capital | $ 761,917 | $ 710,476 |
PARENT COMPANY CONDENSED FIN144
PARENT COMPANY CONDENSED FINANCIAL INFORMATION - Condensed Balance Sheet Parenthetical (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Condensed Financial Statements, Captions [Line Items] | ||
Common units issued (in shares) | 26,348,420 | 26,152,976 |
Common units outstanding (in shares) | 26,348,420 | 26,152,976 |
Common units held in treasury (in shares) | 10,868,367 | 10,558,687 |
Common units held in treasury, at cost | $ 170,858 | $ 164,900 |
Parent | ||
Condensed Financial Statements, Captions [Line Items] | ||
Common units issued (in shares) | 26,348,420 | 26,152,976 |
Common units outstanding (in shares) | 26,348,420 | 26,152,976 |
Common units held in treasury (in shares) | 10,868,367 | 10,558,687 |
Common units held in treasury, at cost | $ 170,858 | $ 164,900 |
PARENT COMPANY CONDENSED FIN145
PARENT COMPANY CONDENSED FINANCIAL INFORMATION - Condensed Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Selling, general and administrative expenses | $ (337,719) | $ (282,298) | $ (230,199) | |||||||||
Interest expense | (22,804) | (11,052) | (8,862) | |||||||||
Net income | 6,012 | 2,571 | 156,568 | |||||||||
Net (income) loss attributable to noncontrolling interests in subsidiaries: | ||||||||||||
Net (income) loss from continuing operations attributable to noncontrolling interests in consolidated entities | (6,028) | 4,059 | 10,875 | |||||||||
Net income from discontinued operations attributable to noncontrolling interests in consolidated entities | 0 | 0 | (30,708) | |||||||||
Net (income) loss attributable to noncontrolling interests in consolidated entities | (6,028) | 4,059 | (19,833) | |||||||||
Net (loss) income attributable to common unitholders | $ (14,200) | $ 7,013 | $ 11,253 | $ (4,082) | $ (15,373) | $ 10,832 | $ 9,209 | $ 1,962 | (16) | 6,630 | 136,735 | |
Other comprehensive income (loss), net of tax: | ||||||||||||
Gross unrealized gains (losses) on available-for-sale securities | 27,689 | 13,413 | (31,321) | |||||||||
Reclassification of unrealized losses (gains) on available-for-sale securities | [1] | 908 | (62) | 4,932 | ||||||||
Gross unrealized gains (losses) on derivative financial instruments | 624 | (1,158) | (1,757) | |||||||||
Currency translation adjustments | 5,444 | (11,431) | (3,950) | |||||||||
Changes in pension liabilities and other post-retirement benefit obligations | (6,452) | (18,813) | (25,839) | |||||||||
Other comprehensive income (loss) | 28,213 | (18,051) | (57,935) | |||||||||
Comprehensive income (loss) | 34,225 | (15,480) | 98,633 | |||||||||
Comprehensive (income) loss attributable to noncontrolling interests | (8,300) | 7,617 | (17,032) | |||||||||
Comprehensive income (loss) attributable to common unitholders | 25,925 | (7,863) | 81,601 | |||||||||
Parent | ||||||||||||
Condensed Financial Statements, Captions [Line Items] | ||||||||||||
Equity income of subsidiaries | 23,195 | 2,246 | 158,169 | |||||||||
Selling, general and administrative expenses | (10,730) | (1,417) | (1,601) | |||||||||
Interest expense | (6,453) | 0 | 0 | |||||||||
Other income | 0 | 1,742 | 0 | |||||||||
Net income | 6,012 | 2,571 | 156,568 | |||||||||
Net (income) loss attributable to noncontrolling interests in subsidiaries: | ||||||||||||
Net (income) loss from continuing operations attributable to noncontrolling interests in consolidated entities | (6,028) | 4,059 | 10,875 | |||||||||
Net income from discontinued operations attributable to noncontrolling interests in consolidated entities | 0 | 0 | (30,708) | |||||||||
Net (income) loss attributable to noncontrolling interests in consolidated entities | (6,028) | 4,059 | (19,833) | |||||||||
Net (loss) income attributable to common unitholders | (16) | 6,630 | 136,735 | |||||||||
Other comprehensive income (loss), net of tax: | ||||||||||||
Gross unrealized gains (losses) on available-for-sale securities | 27,689 | 13,413 | (31,321) | |||||||||
Reclassification of unrealized losses (gains) on available-for-sale securities | 908 | (62) | 4,932 | |||||||||
Gross unrealized gains (losses) on derivative financial instruments | 624 | (1,158) | (1,757) | |||||||||
Currency translation adjustments | 5,444 | (11,431) | (3,950) | |||||||||
Changes in pension liabilities and other post-retirement benefit obligations | (6,452) | (18,813) | (25,839) | |||||||||
Other comprehensive income (loss) | 28,213 | (18,051) | (57,935) | |||||||||
Comprehensive income (loss) | 34,225 | (15,480) | 98,633 | |||||||||
Comprehensive (income) loss attributable to noncontrolling interests | (8,300) | 7,617 | (17,032) | |||||||||
Comprehensive income (loss) attributable to common unitholders | $ 25,925 | $ (7,863) | $ 81,601 | |||||||||
[1] | For the year ended December 31, 2017, pre-tax net unrealized holding gains of $790 and losses of $2,028 were reclassified to Other expense (income), net and Asset impairment charges, respectively. For the year ended December 31, 2016, pre-tax net unrealized holding gains of $4,298 and losses of $4,200 were reclassified to Other expense (income), net and Asset impairment charges, respectively. For the year ended December 31, 2015, pre-tax net unrealized holding losses of $54,011 were reclassified to Other expense (income), net and Asset impairment charges, and unrealized holding gains of $29,663 were reclassified to Other expense (income), net. |
PARENT COMPANY CONDENSED FIN146
PARENT COMPANY CONDENSED FINANCIAL INFORMATION - Cash Flows Statement (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Financial Statements, Captions [Line Items] | |||
Net (loss) income | $ 6,012 | $ 2,571 | $ 156,568 |
Equity-based compensation | 11,477 | 3,844 | 9,203 |
Prepaid expenses and other current assets | (4,621) | (8,246) | (666) |
Accounts payable, accrued and other current liabilities | (34,740) | 4,642 | (21,591) |
Net cash (used in) provided by operating activities | (15,770) | 195,477 | (13,840) |
Purchases of the Company's common units | (5,188) | (7,297) | (1,917) |
Purchase of subsidiary shares from noncontrolling interests | (2,086) | 0 | (93) |
Deferred finance charges | (5,663) | (747) | (477) |
Common unit dividend payment | (3,923) | 0 | 0 |
Net cash provided by (used in) financing activities | 155,889 | 230,571 | (53,105) |
Net change for the period | (32,498) | 265,546 | (2,406) |
Cash and cash equivalents at beginning of period | 450,128 | 185,852 | 188,983 |
Cash and cash equivalents at end of period | 418,755 | 450,128 | 185,852 |
Parent | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net (loss) income | 6,012 | 2,571 | 156,568 |
Equity income of subsidiaries | (23,195) | (2,246) | (158,169) |
Amortization of preferred unit issuance costs | 237 | 0 | 0 |
Equity-based compensation | 9,635 | 375 | 2,281 |
Prepaid expenses and other current assets | 268 | (124) | 10 |
Accounts payable, accrued and other current liabilities | 1,370 | 0 | (1,853) |
Net cash (used in) provided by operating activities | (5,673) | 576 | (1,163) |
Intercompany advances | 19,507 | 6,735 | 354 |
Purchases of the Company's common units | (5,188) | (7,297) | (1,917) |
Purchase of subsidiary shares from noncontrolling interests | (2,086) | 0 | 0 |
Deferred finance charges | (2,644) | 0 | 0 |
Common unit dividend payment | (3,923) | 0 | 0 |
Net cash provided by (used in) financing activities | 5,666 | (562) | (1,563) |
Net change for the period | (7) | 14 | (2,726) |
Cash and cash equivalents at beginning of period | 71 | 57 | 2,783 |
Cash and cash equivalents at end of period | $ 64 | $ 71 | $ 57 |
QUARTERLY FINANCIAL DATA (un147
QUARTERLY FINANCIAL DATA (unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue | $ 335,277 | $ 355,040 | $ 358,391 | $ 323,319 | $ 318,505 | $ 316,849 | $ 281,402 | $ 246,793 | $ 1,372,027 | $ 1,163,549 | $ 965,059 |
Net (Loss) Income From Continuing Operations | $ (17,513) | $ 10,905 | $ 15,718 | $ (3,098) | $ (22,701) | $ 13,069 | $ 9,859 | $ 2,344 | $ 6,012 | $ 2,571 | $ 70,311 |
Per Common Unit Basic (in dollars per share) | $ (0.55) | $ 0.27 | $ 0.43 | $ (0.16) | $ (0.59) | $ 0.41 | $ 0.35 | $ 0.07 | $ 0 | $ 0.25 | $ 2.97 |
Per Common Unit Diluted (in dollars per share) | $ (0.55) | $ 0.27 | $ 0.41 | $ (0.16) | $ (0.59) | $ 0.41 | $ 0.35 | $ 0.07 | $ 0 | $ 0.25 | $ 2.96 |
Net (Loss) Income Attributable to Common Unitholders | $ (14,200) | $ 7,013 | $ 11,253 | $ (4,082) | $ (15,373) | $ 10,832 | $ 9,209 | $ 1,962 | $ (16) | $ 6,630 | $ 136,735 |
Per Common Unit Basic (in dollars per share) | $ (0.55) | $ 0.27 | $ 0.43 | $ (0.16) | $ (0.59) | $ 0.41 | $ 0.35 | $ 0.07 | $ 0 | $ 0.25 | $ 5 |
Per Common Unit Diluted (in dollars per share) | $ (0.55) | $ 0.27 | $ 0.41 | $ (0.16) | $ (0.59) | $ 0.41 | $ 0.35 | $ 0.07 | $ 0 | $ 0.25 | $ 4.98 |
Other than temporary impairment losses | $ 2,028 | $ 5,732 | $ 3,057 | $ 7,000 | $ 1,470 | ||||||
Tax Cuts and Jobs Act, remeasurement of deferred tax balances tax expense | $ 56,552 | ||||||||||
Tax Cuts and Jobs Act, repatriation tax | 2,165 | $ 0 | $ 0 | ||||||||
Change in valuation allowance | 44,681 | 1,327 | 111,881 | ||||||||
Goodwill impairment charges | $ 24,254 | $ 0 | $ 24,254 | $ 19,571 |
SUBSEQUENT EVENTS Narrative (De
SUBSEQUENT EVENTS Narrative (Details) - Dunmore acquisition $ in Thousands | Feb. 16, 2018USD ($) |
Subsequent event | |
Subsequent Event [Line Items] | |
Acquisition purchase price | $ 66,000 |
Maximum | Scenario, forecast | |
Subsequent Event [Line Items] | |
Acquisition purchase price | $ 80,000 |