Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 14, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Molycorp, Inc. | |
Entity Central Index Key | 1,489,137 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 259,276,814 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
ASSETS | ||
Cash and cash equivalents | $ 76,776 | $ 211,685 |
Trade accounts receivable, net | 49,264 | 44,575 |
Inventory (Note 4) | 171,308 | 169,323 |
Prepaid expenses and other current assets | 37,815 | 29,332 |
Total current assets | 335,163 | 454,915 |
Deposits | 31,248 | 31,078 |
Property, plant and equipment, net (Note 5) | 1,675,558 | 1,707,970 |
Inventory, non-current (Note 4) | 24,321 | 25,127 |
Intangible assets, net | 207,617 | 215,871 |
Investments | 7,852 | 8,801 |
Goodwill | 102,808 | 102,808 |
Other non-current assets | 3,077 | 29,416 |
Total assets | 2,387,644 | 2,575,986 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Trade accounts payable | 24,841 | 40,842 |
Accrued expenses | 28,544 | 33,666 |
Interest payable | 5 | 18,300 |
Debt and capital lease obligations, current (Note 6) | 14,241 | 12,560 |
Other current liabilities | 8,284 | 4,686 |
Total current liabilities | 75,915 | 110,054 |
Liabilities subject to compromise (Note 2) | 1,833,331 | 0 |
Asset retirement obligation, net of current portion | 10,977 | 17,799 |
Deferred tax liabilities, non-current | 62,477 | 63,802 |
Debt and capital lease obligations, net of current portion (Note 6) | 17,530 | 1,559,781 |
Other non-current liabilities | 11,764 | 20,247 |
Total liabilities | $ 2,011,994 | $ 1,771,683 |
Commitments and contingencies (Note 10) | ||
Stockholders’ equity: | ||
Common stock, $0.001 par value; 700,000,000 shares authorized at June 30, 2015 and December 31, 2014 | $ 260 | $ 260 |
Additional paid-in capital | 2,248,794 | 2,245,478 |
Accumulated other comprehensive income (loss) | 1,402 | (3,323) |
Accumulated deficit | (1,882,310) | (1,445,408) |
Total Molycorp stockholders’ equity | 368,146 | 797,007 |
Noncontrolling interests | 7,504 | 7,296 |
Total stockholders’ equity | 375,650 | 804,303 |
Total liabilities and stockholders’ equity | $ 2,387,644 | $ 2,575,986 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, authorized | 700,000,000 | 700,000,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||||
Revenues | $ 113,842 | $ 116,907 | $ 220,266 | $ 235,432 |
Costs of sales: | ||||
Costs excluding depreciation and amortization | (125,674) | (113,399) | (231,549) | (238,872) |
Depreciation and amortization | (25,868) | (20,079) | (51,148) | (36,226) |
Gross loss | (37,700) | (16,571) | (62,431) | (39,666) |
Operating expenses: | ||||
Selling, general and administrative | (26,253) | (20,424) | (47,710) | (38,379) |
Depreciation, amortization and accretion | (1,614) | (7,257) | (7,186) | (14,459) |
Revisions in estimated ARO cash flows | 4,042 | 0 | 4,042 | 0 |
Research and development | (3,484) | (4,483) | (6,625) | (7,249) |
Operating loss | (65,009) | (48,735) | (119,910) | (99,753) |
Other (expense) income | (3,017) | 296 | (894) | 770 |
Gain on conversion of convertible notes | 10,895 | 0 | 10,895 | 0 |
Interest expense | (54,869) | (41,285) | (101,169) | (76,925) |
Reorganization items, net (Note 2) | (219,133) | 0 | (219,133) | 0 |
Loss before income taxes and equity earnings | (331,133) | (89,724) | (430,211) | (175,908) |
Income tax (expense) benefit | (3,352) | 7,427 | (6,320) | 9,334 |
Equity in income (loss) of affiliates | 59 | (1,553) | (164) | (3,275) |
Net loss | (334,426) | (83,850) | (436,695) | (169,849) |
Net income attributable to noncontrolling interests | 143 | 49 | 207 | 112 |
Net loss attributable to Molycorp stockholders | (334,569) | (83,899) | (436,902) | (169,961) |
Net loss | (334,426) | (83,850) | (436,695) | (169,849) |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustments | (64) | (109) | 4,725 | (961) |
Comprehensive loss | (334,490) | (83,959) | (431,970) | (170,810) |
Comprehensive income (loss) attributable to: | ||||
Molycorp stockholders | (334,633) | (84,008) | (432,177) | (170,922) |
Noncontrolling interest | 143 | 49 | 207 | 112 |
Comprehensive loss | (334,490) | (83,959) | (431,970) | (170,810) |
Net loss attributable to Molycorp stockholders | (334,569) | (83,899) | (436,902) | (169,961) |
Dividends on Convertible Preferred Stock | 0 | 0 | 0 | (2,846) |
Loss attributable to common stockholders | $ (334,569) | $ (83,899) | $ (436,902) | $ (172,807) |
Weighted average common shares outstanding—basic (in shares) | 254,347,447 | 224,223,506 | 250,101,334 | 222,806,917 |
Basic loss per share: (in dollars per share) | $ (1.32) | $ (0.37) | $ (1.75) | $ (0.78) |
Weighted average common shares outstanding—diluted (in shares) | 254,347,447 | 224,223,506 | 250,101,334 | 222,806,917 |
Diluted loss per share: (in dollars per share) | $ (1.32) | $ (0.37) | $ (1.75) | $ (0.78) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Convertible Debt | Debentures | Total Molycorp Stockholders' Equity | Total Molycorp Stockholders' EquityConvertible Debt | Total Molycorp Stockholders' EquityDebentures | Common Stock | Common StockSeries A Mandatory Convertible Preferred Stock | Common StockConvertible Debt Securities | Common StockConvertible Debt | Common StockDebentures | Series A Mandatory Convertible Preferred Stock | Series A Mandatory Convertible Preferred StockSeries A Mandatory Convertible Preferred Stock | Additional Paid-In Capital | Additional Paid-In CapitalSeries A Mandatory Convertible Preferred Stock | Additional Paid-In CapitalConvertible Debt Securities | Additional Paid-In CapitalConvertible Debt | Additional Paid-In CapitalDebentures | Accumulated Other Comprehensive Loss | Accumulated deficit | Non controlling interests |
Balance at beginning of period at Dec. 31, 2013 | $ 1,377,062 | $ 1,347,723 | $ 241 | $ 2 | $ 2,194,405 | $ (6,451) | $ (840,474) | $ 29,339 | |||||||||||||
Balance at beginning of period (in shares) at Dec. 31, 2013 | 240,380,094 | 2,070,000 | |||||||||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||||||||||
Stock-based compensation | 1,570 | 1,570 | $ 0 | 1,570 | |||||||||||||||||
Stock-based compensation (in shares) | 189,188 | ||||||||||||||||||||
Conversion of Exchangeable Shares (in shares) | 21,313 | ||||||||||||||||||||
Conversion of shares | 12 | 12 | $ 4 | $ (2) | 12 | $ (2) | |||||||||||||||
Conversion of shares (in shares) | 2,518 | 4,140,000 | (2,070,000) | ||||||||||||||||||
Share-lending arrangements | 15,062 | 15,062 | 15,062 | ||||||||||||||||||
Net (loss) income | (169,849) | (169,961) | (169,961) | 112 | |||||||||||||||||
Preferred dividends | (2,846) | (2,846) | (2,846) | ||||||||||||||||||
Distribution to noncontrolling interests | (1,135) | (1,135) | |||||||||||||||||||
Other comprehensive loss | (961) | (961) | (961) | ||||||||||||||||||
Other | (244) | (263) | (263) | 19 | |||||||||||||||||
Balance at end of period at Jun. 30, 2014 | 1,218,671 | 1,190,336 | $ 245 | $ 0 | 2,207,938 | (7,412) | (1,010,435) | 28,335 | |||||||||||||
Balance at end of period (in shares) at Jun. 30, 2014 | 244,733,113 | 0 | |||||||||||||||||||
Balance at beginning of period at Dec. 31, 2014 | 804,303 | 797,007 | $ 260 | 2,245,478 | (3,323) | (1,445,408) | 7,296 | ||||||||||||||
Balance at beginning of period (in shares) at Dec. 31, 2014 | 259,831,422 | ||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||||||||||
Stock-based compensation | 2,989 | 2,989 | $ 0 | 2,989 | |||||||||||||||||
Stock-based compensation (in shares) | 83,791 | ||||||||||||||||||||
Conversion of Exchangeable Shares (in shares) | 8,423 | ||||||||||||||||||||
Conversion of shares | $ 365 | $ 1 | $ 365 | $ 1 | $ 2 | $ 363 | $ 1 | ||||||||||||||
Conversion of shares (in shares) | 18,071,175 | 1,745,745 | 2,924 | ||||||||||||||||||
Warrants exercise (Note 8) | $ 18 | $ (18) | |||||||||||||||||||
Borrowed Shares returned (Note 8) | 0 | 0 | $ (20) | 20 | |||||||||||||||||
Borrowed Shares returned (Note 8) (in shares) | (20,466,666) | ||||||||||||||||||||
Net (loss) income | (436,695) | (436,902) | (436,902) | 207 | |||||||||||||||||
Distribution to noncontrolling interests | (60) | (60) | |||||||||||||||||||
Other comprehensive loss | 4,725 | 4,725 | 4,725 | ||||||||||||||||||
Other | 22 | (39) | (39) | 61 | |||||||||||||||||
Balance at end of period at Jun. 30, 2015 | $ 375,650 | $ 368,146 | $ 260 | $ 2,248,794 | $ 1,402 | $ (1,882,310) | $ 7,504 | ||||||||||||||
Balance at end of period (in shares) at Jun. 30, 2015 | 259,276,814 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (436,695) | $ (169,849) |
Adjustments to reconcile net loss to net cash from operating activities: | ||
Depreciation, amortization and accretion | 58,334 | 50,685 |
Deferred income tax benefit | (1,377) | (14,712) |
Inventory write-downs | 61,930 | 36,863 |
Stock-based compensation | 2,714 | 2,288 |
Equity in results of affiliates | 164 | 3,275 |
PIK interest | 6,136 | 0 |
Gain on conversion of convertible notes | (10,895) | 0 |
Non-cash reorganization items, net | 219,133 | 0 |
Revisions in estimated ARO cash flows | (4,042) | 0 |
Write-off of debt issuance costs | 11,563 | 0 |
Other operating adjustments | 9,875 | 5,115 |
Net change in operating assets and liabilities (Note 13) | (37,799) | (31,913) |
Net cash used in operating activities | (120,959) | (118,248) |
Cash flows from investing activities: | ||
Capital expenditures | (14,303) | (44,687) |
Recovery from insurance claims | 0 | 12,900 |
Other investing activities | 947 | (308) |
Net cash used in investing activities | (13,356) | (32,095) |
Cash flows from financing activities: | ||
Repayments of debt | 1,158 | (3,079) |
Payments of preferred dividends | 0 | (2,846) |
Dividend paid to noncontrolling interests | (60) | (1,135) |
Other financing activities | (1,581) | 164 |
Net cash used in financing activities | (483) | (6,896) |
Effect of exchange rate changes on cash | (111) | (706) |
Net change in cash and cash equivalents | (134,909) | (157,945) |
Cash and cash equivalents at beginning of the period | 211,685 | 314,317 |
Cash and cash equivalents at end of period | $ 76,776 | $ 156,372 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited and not reviewed condensed consolidated financial statements (Debtor-in-Possession), which we refer to as condensed consolidated financial statements, have been prepared in accordance with GAAP for interim financial information and Regulation S-X promulgated under the Exchange Act, and reflect all adjustments that are normal and recurring in nature, which, in the opinion of management, are necessary for the fair presentation of our financial position, results of operations and cash flows at June 30, 2015 , and for all periods presented, except for measuring and recording the impairment of the Mountain Pass assets. Only after the finalization and adoption of the LOP, as defined below, will we be in a position to assess the value and the related impairment of the Mountain Pass assets. In addition, the accompanying unaudited and not reviewed condensed consolidated financial statements have been prepared following the same significant accounting policies and procedures used in the preparation of the audited financial statements included in our most recent Annual Report on Form 10-K. While the December 31, 2014 balance sheet information was derived from our audited financial statements, for interim periods, GAAP and Regulation S-X do not require all information and related disclosures that are required in the annual financial statements and, as a result, all disclosures required by GAAP and Regulation S-X for annual financial statements have not been included in this report. Therefore, the accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes for the year ended December 31, 2014 included in our Annual Report on Form 10-K filed with the SEC on March 16, 2015. The results of operations for the interim periods are not necessarily indicative of the results for the entire fiscal year. Going Concern The circumstances outlined below indicate the existence of a material uncertainty that casts substantial doubt as to our ability to meet our business plan and our obligations as they come due and, accordingly, the appropriateness of the use of the accounting principles applicable to a going concern. As a result of continuing softness in the prices for our products, as well as inconsistent or depressed demand for certain of our products and the delayed ramp-up of operations at Mountain Pass, we have incurred, and continue to incur, significant operating losses that have limited our ability to meet our financial obligations. While certain of our business units currently generate positive cash flow from operations, we have not yet achieved break-even cash flow from operations (excluding interest) on a consolidated basis. On June 25, 2015 (the "Petition Date"), Molycorp, Inc., together with certain of our subsidiaries, filed voluntary petitions for reorganization under chapter 11 (the "Chapter 11 Cases") of title 11 of the United States Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the District of Delaware (the "Court"). The filing of the Chapter 11 Cases constitutes an event of default that accelerated several of our debt obligations. Please refer to Item 3 of Part II in this Report for more information on the default upon our significant debt securities. In addition, on June 25, 2015, we received a notice from the New York Stock Exchange ("NYSE"), advising us that, in light of the filing of the Chapter 11 Cases, trading of our common stock on the NYSE was no longer in compliance with its listing requirements and, on July 25, 2015, our common stock was officially delisted from the NYSE. Our common stock began trading on over-the-counter markets under the symbol MCPIQ on June 26, 2015. Please refer to Note 2 of this Report for more information on the Chapter 11 Cases. Our ability to continue as a going concern is contingent upon, among other factors, our ability to develop a reorganization plan acceptable to our creditors, the Court’s confirmation of our reorganization plan, our ability to successfully implement such a reorganization plan, and our ability to comply with the covenants contained in the Secured Superpriority Debtor-In-Possession Credit Agreement approved by the Court on July 24, 2015 (the "Final DIP Credit Agreement"), which we are disclosing as a subsequent event in Note 18 of this Report. While we operate as a debtor-in-possession under Chapter 11, and upon approval of the Court, we may sell or liquidate assets and settle liabilities for amounts that differ from those reported in the accompanying condensed consolidated financial statements. In addition, the amount of our cash requirements during the bankruptcy proceedings will be dependent on, among other things, (i) the accuracy of our cost estimates for capital expenditures, (ii) our ability to develop and implement a limited operations plan for Mountain Pass that is acceptable to our creditors, pursuant to the Final DIP Credit Agreement (the "Limited Operations Plan" or "LOP"), (iii) stable or improved market conditions, (iv) our ability to sell any production of rare earths and other products manufactured pursuant to the LOP to external customers and our downstream facilities, (v) our ability to repatriate cash generated from our global operations, and (vi) the absence of payments on current and future contingent liabilities. The accompanying unaudited condensed consolidated financial statements do not reflect any adjustments pertaining to the recoverability and classification of assets or the amount and classification of liabilities or any other adjustments that would be necessary if we were unable to continue as a going concern or were unable to implement a reorganization plan that would allow us to achieve a more sustainable capital structure. A plan of reorganization, if and when approved by the Court, could materially change the amounts and classifications of assets and liabilities reported in the accompanying unaudited consolidated financial statements. Recently Issued Accounting Pronouncements In April 2015, the FASB issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs , which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. The guidance in the new standard is limited to the presentation of debt issuance costs. The standard does not affect the recognition and measurement of debt issuance costs. Prior to the issuance of the standard, debt issuance costs were required to be presented in the balance sheet as a deferred charge (i.e., an asset). For public entities, the standard is effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption is permitted for financial statements that have not been previously issued. The new guidance will be applied on a retrospective basis. We intend to adopt ASU 2015-03 in our financial statements for the annual period beginning on January 1, 2016. As of June 30, 2015 , as a result of the Chapter 11 Cases, we no longer had deferred charges related to debt issuance costs in our condensed consolidated balance sheet. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The core principle of this new 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. To achieve that core principle, an entity should apply the following steps: Step 1: Identify the contract with a customer. Step 2: Identify the performance obligations in the contract. Step 3: Determine the transaction price. Step 4: Allocate the transaction price to the performance obligations in the contract. Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation. The new guidance also specifies the accounting for some costs to obtain or fulfill a contract with a customer. An entity will be required to disclose sufficient qualitative and quantitative information to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. At issuance, the ASU 2014-09 was effective starting in 2017 for calendar-year public entities, and interim periods within that year. On August 12, 2015, the FASB issued the ASU 2015-14, which defers the adoption of ASU 2014-09 to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. An entity should apply ASU 2014-09 using one of the following two methods: 1. Retrospectively to each prior reporting period presented. 2. Retrospectively with the cumulative effect of initially applying this update recognized at the date of initial application. If an entity elects this transition method, it also should provide the additional disclosures in reporting periods that include the date of initial application of: i. The amount by which each financial statement line item is affected in the current reporting period by the application of this update as compared to the guidance that was in effect before the change. ii. An explanation of the reasons for significant changes. We intend to adopt ASU 2014-09 in our financial statements for the annual period beginning on January 1, 2018. The extent of the impact of adoption of the standard has not yet been determined. |
Reorganization Proceedings
Reorganization Proceedings | 6 Months Ended |
Jun. 30, 2015 | |
Reorganizations [Abstract] | |
Reorganization Proceedings | Reorganization Proceedings Voluntary Reorganization Under Chapter 11 In addition to Molycorp, Inc., the Debtors in the Chapter 11 Cases include certain of its direct and indirect wholly owned domestic subsidiaries and certain of our foreign subsidiaries in Canada, Barbados and Luxembourg (collectively, the "Debtors"). The Debtors are continuing in possession of their properties and are managing their businesses, as debtors-in-possession, in accordance with the applicable provisions of the Bankruptcy Code and orders of the Court. Our operating subsidiaries in Hong Kong, China, Thailand, Japan, Korea, Germany, United Kingdom, Estonia and Singapore, our non-operating subsidiary in Sri Lanka, and our majority owned joint venture in Quapaw, Oklahoma currently are not Debtors (collectively, the "Non-Filing Entities") under the Chapter 11 Cases. The Chapter 11 Cases are styled In re Molycorp, Inc., et al , U.S. Bankruptcy Court, District of Delaware, Case No. 15-11357. The Chapter 11 Cases are intended to permit us to reorganize and increase our liquidity, and to focus on the more profitable aspects of our business while limiting cash costs attributable to our other operations. Our goal is to develop and implement a reorganization plan that meets the standards for confirmation under the Bankruptcy Code. Confirmation of a reorganization plan could materially alter the classifications and amounts reported in our consolidated financial statements, which do not give effect to any adjustments to the carrying values of assets or amounts of liabilities that might be necessary as a consequence of a confirmation of a reorganization plan or other arrangement or the effect of any operational changes that may be implemented. During the Chapter 11 Cases, and upon approval of the Court, we may seek to convert a significant portion of our outstanding debt to equity, including the exchange of debt for shares of common stock of the reorganized company. In addition, we may seek to reduce our cash interest cost and/or extend debt maturity dates by negotiating the exchange of outstanding debt for new debt with modified terms. Operation and Implication of the Bankruptcy filing Under Section 362 of the Bankruptcy Code, the filing of the Chapter 11 Cases by the Debtors automatically stayed most actions against the Debtors, including most actions to collect indebtedness incurred prior to the Petition Date or to exercise control over our property. Accordingly, although the Chapter 11 Cases triggered defaults for certain of the Debtors’ debt obligations, creditors are stayed from taking any actions as a result of such defaults. Substantially all of our pre-petition liabilities are subject to settlement under a reorganization plan. As a result of the Chapter 11 Cases, the realization of assets and the satisfaction of liabilities are subject to uncertainty. The Debtors, operating as debtors-in-possession under the Bankruptcy Code, may, subject to approval of the Court, sell or otherwise dispose of assets and liquidate or settle liabilities for amounts other than those reflected in the condensed consolidated financial statements. Further, a confirmed reorganization plan or other arrangement may materially change the amounts and classifications of assets and liabilities in our consolidated financial statements. At the first hearing the Court held on June 26, 2015, we obtained approval to pay both pre-petition wages and benefits that were earned before the Petition Date and have not yet been paid, and we are authorized to pay post-petition wages and benefits earned after the Petition Date. On June 26, 2015, the Court approved a number of other motions, allowing us to maintain our banking systems, insurance programs, utilities, and pay certain essential suppliers and lienholders for pre-petition amounts as warranted. All of the orders signed by the Court under the Chapter 11 Cases can be found by clicking on the Prime Clerk link in the Investor Relations Center of our website http://www.molycorp.com/investors. The U.S. Trustee for the District of Delaware (the "U.S. Trustee") has appointed an official committee of unsecured creditors (the “UCC”). The UCC is organized to represent the interests of all creditors that have unsecured claims against the Debtors. The UCC and its legal representatives have a right to be heard on all matters affecting the Debtors that come before the Court. There can be no assurance that the UCC will support the Debtors' positions on matters to be presented to the Court in the future or on any reorganization plan, once proposed. Reorganization Plan In order for us to emerge successfully from the Chapter 11 Cases, we must obtain the Court's approval of a reorganization plan, which will enable us to transition from the Chapter 11 Cases into ordinary course operations outside of bankruptcy. In connection with a reorganization plan, we also may require a new credit facility, or “exit financing.” Our ability to obtain such approval and financing will depend on, among other things, the timing and outcome of various ongoing matters related to the Chapter 11 Cases. A reorganization plan determines the rights and satisfaction of claims from various creditors and security holders, and is subject to the ultimate outcome of negotiations and Court decisions ongoing through the date on which the reorganization plan is confirmed. Although our goal is to file a plan of reorganization that restructures the liabilities of the existing Molycorp business, we may determine that it is in the best interests of the Debtors’ estates to seek Court approval of a sale of all or a portion of our assets pursuant to Section 363 of the Bankruptcy Code or seek confirmation of a reorganization plan providing for such a sale or other arrangement. We expect that any proposed reorganization plan will provide, among other things, mechanisms for settlement of claims against the Debtors' estates, treatment of our existing equity and debt holders, and certain corporate governance and administrative matters pertaining to the reorganized company. Any proposed reorganization plan will potentially be subject to revision based upon negotiations with our secured creditors, the U.S. Trustee, the UCC and other interested parties, and thereafter in response to objections and the requirements of the Bankruptcy Code or the Court. There can be no assurance that we will be able to secure approval for any proposed reorganization plan from the Court. In the event we do not secure approval of a proposed reorganization plan, we may not have sufficient time to propose a revised plan before the outstanding principal and interest under the Final DIP Credit Agreements becomes due and payable. Debtor-In-Possession Financing On July 2, 2015, we received approval from the Court, pursuant to an interim order (the "Interim Order"), to borrow an aggregate of $22.0 million in interim debtor-in-possession financing provided by an affiliate of Oaktree Capital Management. On July 22, 2015, the Court, pursuant to a final order (the "Final Order"), approved the Final DIP Credit Agreement for an additional aggregate of $113.4 million from the same lender. Please refer to Note 18 of this Report for more information on the debtor-in-possession financings. Liabilities subject to compromise Upon filing a petition for reorganization, GAAP provides that all liabilities are to be separated into obligations that were incurred prior to the filing of a bankruptcy petition (the "pre-petition liabilities") and those incurred after the filing of the petition (the "post-petition liabilities"). Pre-petition liabilities are further segregated into liabilities subject to compromise ("LSTC") and liabilities not subject to compromise. LSTC are pre-petition obligations that are not fully secured and that have at least a possibility of not being repaid at the full claim amount. However, fully secured liabilities may become impaired under a reorganization plan and may be classified as LSTC. LSTC, including claims that become known after a bankruptcy petition is filed, are reported on the basis of the expected amount of the total allowed claim, even though they may be settled for lesser amounts. Allowed claims are initially included in the debtors listing of liabilities filed with the bankruptcy court or submitted by a creditor to the bankruptcy court and not objected by the debtor. Allowed claims remain subject to future adjustment that may result from actions of the bankruptcy court, rejection of contracts and unexpired leases, negotiations, disputed claims, valuation of collateral securing claims, and other events. The following table presents the pre-petition LSTC of the Debtors as of June 30, 2015: June 30, (In thousands) Trade accounts payable $ 16,485 Debt (Note 6) 1,764,380 Interest payable 52,001 Other accounts payable 465 $ 1,833,331 Please refer to Note 6 of this Report for more information on our debt subject to compromise. Reorganization items, net We report costs directly associated with the reorganization proceedings as reorganization items, net in the accompanying condensed consolidated statements of operations and comprehensive loss. These costs include legal and other professional advisory fees pertaining to the Chapter 11 Cases, and all adjustments made to the carrying amount of certain pre-petition liabilities reflecting claims allowed by the Court. The following table presents the reorganization items incurred after the Petition Date: Three and Six Months Ended June 30, 2015 (In thousands) Legal and other professional fees $ (1,849 ) Adjustments to the carrying amount of debt (97,306 ) Write-off of deferred financing costs (13,769 ) Gain on fair value adjustment of Springing Maturity derivative (Note 14) 8,008 Early Payment Premium on Term Loans (48,253 ) Incremental Stipulated Loss Value on Equipment Financing (65,964 ) $ (219,133 ) Consolidation When one or more entities in the consolidation group are in bankruptcy and some other entities in the consolidation group are not, GAAP requires us to present separate condensed combined financial statements of the entities that are in bankruptcy. As such, condensed combined financial statements of the Debtors are presented in Note 17. Condensed Combined Financial Information of the Debtors The financial statements below represent the condensed combined financial statements of the Debtors. Effective as of June 25, 2015, the Non-Filing Entities are accounted for as non-consolidated subsidiaries in the financial statements presented below and, as such, the net assets of the Non-Filing Entities are included as “Investment in Non-Filing Entities” in the Debtors’ Balance Sheet, and their net earnings (loss) are included as “Equity in earnings (loss) of Non-Filing Entities, net of tax” in the Debtors’ Statement of Operations and Comprehensive Loss. Intercompany transactions among the Debtors have been eliminated in the financial statements below. Intercompany transactions among the Debtors and the Non-Filing Entities have not been eliminated in the Debtors’ financial statements. Debtors' Balance Sheet June 30, 2015 (In thousands) ASSETS Cash and cash equivalents $ 23,912 Trade accounts receivable, net 9,893 Inventory 60,942 Prepaid expenses and other current assets 22,802 Total current assets 117,549 Deposits 31,248 Property, plant and equipment, net 1,553,230 Inventory, non-current 24,321 Intangible assets, net 30,734 Investments 7,045 Other non-current assets 587 Investment in Non-Filing Entities 409,040 Intercompany accounts receivable 131,611 Total assets $ 2,305,365 LIABILITIES AND EQUITY Trade accounts payable $ 2,228 Accrued expenses 15,066 Debt and capital lease obligations, current 3,399 Other current liabilities 3,420 Total current liabilities 24,113 Liabilities subject to compromise 1,858,691 Asset retirement obligation, net of current portion 10,977 Deferred tax liabilities, non-current 16,518 Debt and capital lease obligations, net of current portion 17,466 Other non-current liabilities 4,656 Intercompany accounts payable 4,799 Total liabilities $ 1,937,220 Common stock, $0.001 par value 260 Additional paid-in capital 2,248,793 Accumulated other comprehensive income (loss) 1,402 Accumulated deficit (1,882,310 ) Total equity (or deficit) 368,145 Total liabilities and equity (or deficit) $ 2,305,365 Debtors' Statements of Operations and Comprehensive Loss Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 (In thousands) Revenues $ 59,429 $ 114,703 Costs of sales: Costs excluding depreciation and amortization (92,303 ) (175,024 ) Depreciation and amortization (22,033 ) (43,274 ) Gross loss (54,907 ) (103,595 ) Operating expenses: Selling, general and administrative (21,259 ) (38,316 ) Depreciation, amortization and accretion 2,471 925 Revisions in estimated ARO cash flows 4,042 4,042 Research and development (740 ) (1,333 ) Operating loss (70,393 ) (138,277 ) Other income 21,234 21,755 Gain on conversion of convertible notes 10,895 10,895 Interest expense (54,967 ) (100,748 ) Reorganization items, net (219,133 ) (219,133 ) Interest income on intercompany loans 198 413 Loss before income taxes and equity earnings (loss) (312,166 ) (425,095 ) Income tax expense (647 ) (644 ) Equity in income (loss) of affiliates 62 (176 ) Net loss and comprehensive loss attributable to Debtors (312,751 ) (425,915 ) Equity in loss of Non-Filing Entities, net of tax (21,818 ) (10,987 ) Net loss attributable to Molycorp stockholders $ (334,569 ) $ (436,902 ) Debtors' Statement of Cash Flows Six months ended June 30, 2015 (In thousands) Cash flows from operating activities: Net loss attributable to Debtors $ (425,915 ) Adjustments to reconcile net loss to net cash from operating activities: Depreciation, amortization and accretion 42,349 Deferred income tax expense 208 Inventory write-downs 59,430 Stock-based compensation 2,599 Equity in results of affiliates 176 PIK interest 6,136 Gain on conversion of convertible notes (10,895 ) Non-cash reorganization items, net 219,133 Revisions in estimated ARO cash flows (4,042 ) Write-off of debt issuance costs 11,563 Other operating adjustments (18,617 ) Net change in operating assets and liabilities (2,376 ) Net cash used in operating activities (120,251 ) Cash flows from investing activities: Capital expenditures (10,861 ) Dividends from Non-Filing Entities 21,329 Other investing activities 4,135 Net cash used in investing activities 14,603 Cash flows from financing activities: Other financing activities (1,620 ) Net cash used in financing activities (1,620 ) Net change in cash and cash equivalents (107,268 ) Cash and cash equivalents at beginning of the period 131,180 Cash and cash equivalents at end of period $ 23,912 |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Our operations are organized into four reportable segments, each reflecting a unique combination of product lines and technologies: Resources, Chemicals and Oxides, Magnetic Materials and Alloys, and Rare Metals. The Resources segment includes our operations at the Mountain Pass facility that, currently, is equipped to perform rare earth minerals extraction to produce LREC; separated rare earth oxides, including Lanthanum, Cerium, and Neodymium-Praseodymium; heavy rare earth concentrates, which include Samarium, Europium, Gadolinium, Terbium, Dysprosium, and others; and a line of proprietary rare earth-based water treatment products, including SorbX ® and PhosFIX ® . The Chemicals and Oxides segment includes the following productions: rare earths from our Molycorp Silmet AS, or Molycorp Silmet, facility in Sillamäe, Estonia; separated heavy rare earth oxides and other custom engineered materials from our majority-owned Jiangyin Jia Hua Advanced Material Resources Co., Ltd. , or Molycorp Jiangyin, facility in Jiangyin, Jiangsu Province, China; and rare earths, salts of REEs, zirconium-based engineered materials, and mixed rare earth/zirconium oxides from our majority-owned Zibo Jia Hua Advanced Material Resources Co., Ltd., or Molycorp Zibo, facility in Zibo, Shandong Province, China. At our Chemicals and Oxides segment, we develop and sell rare-earth based oxides for all the major emission catalysts manufacturers. Several factors are driving an increasing demand for emission catalysts, including the following: the accelerating shift of vehicle production to the BRIC countries (Brazil, India, Russia and China); the continuous development of new emission catalytic solutions; and an overall tightening of environmental regulations around the world. Other applications that utilize rare earths and zirconium-based materials we produce at our Chemicals and Oxides segment include computers, television display panels, optical lenses, mobile phones, electronic chips, and many others. The Magnetic Materials and Alloys segment includes the production of Neo Powders™ through our wholly-owned manufacturing facilities in Tianjin, China, and Korat, Thailand, under the Molycorp Magnequench brand. This operating segment also includes manufacturing of Neodymium and Samarium magnet alloys and other specialty alloy products and rare earth metals at our Molycorp Metals and Alloys, Inc., or MMA, facility in Tolleson, Arizona. Neo Powders™ are used in the production of high performance, bonded NdFeB permanent magnets, which are found in micro motors, precision motors, sensors, and other applications requiring high levels of magnetic strength, flexibility, small size, reduced weight, and energy efficient performance. The Rare Metals segment produces, reclaims, refines, and markets high value niche metals and their compounds that include Gallium, Indium, Rhenium, Tantalum, and Niobium. Operations in this segment are distributed in several locations: Quapaw, Oklahoma; Blanding, Utah; Peterborough, Ontario, Canada; Sagard, Germany; Hyeongok Industrial Zone in South Korea; and Sillamäe, Estonia. Applications from products made in this segment include wireless technologies, LED, flat panel display, turbine, solar, catalyst, steel additive, electronics applications, and others. The growing adoption of LED applications, which require the use of Gallium trichloride, is allowing the Rare Metals segment to benefit from the decline in certain rare earth phosphor applications. The accounting polices used in the preparation of our reportable segment financial information are the same as those used in the preparation of our consolidated financial statements. The primary metric we use to measure the financial performance of each reportable segment is OIBDA (Operating income before depreciation, amortization and accretion), which provides a better indication of the base-line performance of our core business operations. Three months ended June 30, 2015 Resources Chemicals and Oxides Magnetic Materials and Alloys Rare Metals Corporate and other (a) Eliminations(b) Total Molycorp, Inc. (In thousands) Revenues: External $ 1,780 $ 38,989 $ 49,273 $ 23,800 $ — $ 113,842 Inter-segment 13,531 6,967 1,202 — (21,700 ) — Total revenues $ 15,311 $ 45,956 $ 50,475 $ 23,800 $ (21,700 ) $ 113,842 OIBDA $ (35,457 ) $ 5,344 $ 8,113 $ 1,783 Depreciation, amortization and accretion (18,730 ) (2,313 ) (4,165 ) (2,218 ) Operating (loss) income $ (54,187 ) $ 3,031 $ 3,948 $ (435 ) $ (16,216 ) $ (1,150 ) $ (65,009 ) Other expense (3,017 ) Gain on conversion of convertible notes 10,895 Interest expense (54,869 ) Reorganization items, net (219,133 ) Loss before income taxes and equity earnings $ (331,133 ) Six months ended June 30, 2015 Resources Chemicals and Oxides Magnetic Materials and Alloys Rare Metals Corporate and other (a) Eliminations(b) Total Molycorp, Inc. (In thousands) Revenues: External $ 4,294 $ 76,278 $ 99,780 $ 39,914 $ — $ 220,266 Inter-segment 21,846 12,476 2,818 15 (37,155 ) — Total revenues $ 26,140 $ 88,754 $ 102,598 $ 39,929 $ (37,155 ) $ 220,266 OIBDA $ (70,305 ) $ 11,081 $ 20,359 $ 3,379 Depreciation, amortization and accretion (40,684 ) (4,596 ) (8,320 ) (4,625 ) Operating (loss) income $ (110,989 ) $ 6,485 $ 12,039 $ (1,246 ) $ (28,294 ) $ 2,095 $ (119,910 ) Other expense (894 ) Gain on conversion of convertible notes 10,895 Interest expense (101,169 ) Reorganization items, net (219,133 ) Loss before income taxes and equity earnings $ (430,211 ) Three months ended June 30, 2014 Resources Chemicals and Oxides Magnetic Materials and Alloys Rare Metals Corporate and other (a) Eliminations(b) Total Molycorp, Inc. (In thousands) Revenues: External $ 2,331 $ 45,437 $ 53,195 $ 15,944 $ — $ 116,907 Inter-segment 7,706 3,195 1,165 — (12,066 ) — Total revenues $ 10,037 $ 48,632 $ 54,360 $ 15,944 $ (12,066 ) $ 116,907 OIBDA $ (30,298 ) $ 4,836 $ 11,812 $ 740 Depreciation, amortization and accretion (17,009 ) (3,908 ) (4,261 ) (2,101 ) Operating (loss) income $ (47,307 ) $ 928 $ 7,551 $ (1,361 ) $ (9,083 ) $ 537 $ (48,735 ) Other income 296 Interest expense (41,285 ) Loss before income taxes and equity earnings $ (89,724 ) Six months ended June 30, 2014 Resources Chemicals and Oxides Magnetic Materials and Alloys Rare Metals Corporate and other (a) Eliminations(b) Total Molycorp, Inc. (In thousands) Revenues: External $ 5,442 $ 85,707 $ 107,915 $ 36,368 $ — $ 235,432 Inter-segment 20,159 9,481 2,383 — (32,023 ) — Total revenues $ 25,601 $ 95,188 $ 110,298 $ 36,368 $ (32,023 ) $ 235,432 OIBDA $ (66,742 ) $ 8,136 $ 25,489 $ 671 Depreciation, amortization and accretion (30,101 ) (7,781 ) (8,498 ) (4,194 ) Operating (loss) income $ (96,843 ) $ 355 $ 16,991 $ (3,523 ) $ (16,196 ) $ (537 ) $ (99,753 ) Other income 770 Interest expense (76,925 ) Loss before income taxes and equity earnings $ (175,908 ) a. Includes business development costs, personnel costs, stock-based compensation, accounting and legal fees, occupancy expense, information technology costs and interest expense. b. Consists of inter-segment sales and gross profits eliminations as well as eliminations of lower of cost or market adjustments related to inter-segment inventory. |
Inventory
Inventory | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory At June 30, 2015 and December 31, 2014 , our inventory consisted of the following: June 30, December 31, (In thousands) Current: Raw materials $ 48,692 $ 47,796 Work in process 26,502 24,901 Finished goods 67,025 67,795 Materials and supplies 29,089 28,831 Total current $ 171,308 $ 169,323 Long-term: Raw materials $ 24,321 $ 25,127 Total long-term $ 24,321 $ 25,127 The following table presents charges to costs of sales related to our assessment of normal production levels and write-downs of inventory: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (In thousands) Abnormal production costs expensed (a) $ 18,289 $ 17,562 $ 46,790 $ 42,546 Write-down to the lower of cost or market (b) 33,063 19,359 61,931 35,520 Write-downs of stockpile inventory (c) — 132 — 1,342 $ 51,352 $ 37,053 $ 108,721 $ 79,408 (a) Relates to production costs that would have been inventoriable had we been operating at normal production levels. In all periods presented, the majority of these production costs related to the Resources segment. (b) Due to the decline in some rare earths prices and low inventory turnover. (c) Adjustments of the estimated REO content in the stockpile at the Resources segment. |
Property, Plant and Equipment,
Property, Plant and Equipment, net | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, net | Property, Plant and Equipment, net We capitalized expenditures of $9.5 million and $13.0 million for the three and six months ended June 30, 2015 , respectively, and $17.2 million and $29.4 million for the three and six months ended June 30, 2014 , respectively. The majority of these capital expenditures related to capital projects performed at Mountain Pass (Resources segment). At June 30, 2015 and December 31, 2014 , our property, plant and equipment consisted of the following: June 30, December 31, (In thousands) Land $ 13,507 $ 13,121 Land improvements 308,090 305,119 Buildings and improvements 811,198 811,418 Plant and equipment 711,650 623,453 Vehicles 3,084 2,884 Computer software 12,637 12,268 Furniture and fixtures 1,043 1,039 Construction in progress (a) 16,623 80,699 Natural gas delivery facility under capital lease 15,658 15,658 Mining equipment under capital lease 10,982 10,982 Mineral properties 24,539 23,669 Property, plant and equipment at cost 1,929,011 1,900,310 Less accumulated depreciation (253,453 ) (192,340 ) Property, plant and equipment, net $ 1,675,558 $ 1,707,970 (a) Primarily related to expenditures at the Mountain Pass facility. Mineral properties and development costs, which are referred to collectively as mineral properties, include acquisition costs, drilling costs, and the cost of other development work associated with Mountain Pass, all of which are capitalized. Due to a reduction in the anticipated performance of the Mountain Pass operations, particularly in anticipation of the implementation of the LOP, a significant portion of our fixed assets may be materially impaired. Only after the finalization and adoption of the LOP will we be in a position to assess the value and any related impairment of the Mountain Pass assets. We expect to file an amendment to this Report upon completion of measuring and recording the impairment of the Mountain Pass fixed assets. |
Debt and Capital Lease Obligati
Debt and Capital Lease Obligations | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt and Capital Lease Obligations | Debt and Capital Lease Obligations The following table provides a summary of our debt and capital lease obligations, and the Debtors' obligations subject to compromise as of June 30, 2015 : June 30, 2015 December 31, 2014 Current Non-Current Current Non-Current (In thousands) Debt not subject to compromise: 3.25% Convertible Notes, net of discount, due June 2016 — — — 193,549 6.00% Convertible Notes, net of discount, due September 2017 — — — 335,969 5.00% Debentures, net of discount, due December 2017 — — — 2,075 5.50% Convertible Notes, net of discount, due February 2018 — — — 143,581 10% Senior Secured Notes, net of discount, due June 2020 — — — 638,899 12.00% Term Loans, due September 2019 — — — 98,812 12.00% Equipment Financing, due September 2019 — — — 127,594 Bank loans due November 2015 - June 2017 10,842 64 9,326 91 Capital lease obligations 3,399 17,466 3,234 19,211 14,241 17,530 12,560 1,559,781 Debt subject to compromise: 3.25% Convertible Notes due June 2016 206,505 — — — 6.00% Convertible Notes due September 2017 382,986 — — — 5.00% Debentures due December 2017 1,745 — — — 5.50% Convertible Notes due February 2018 148,939 — — — 10% Senior Secured Notes due June 2020 650,000 — — — 12.00% Term Loans, due September 2019 162,857 — — — 12.00% Equipment Financing, due September 2019 211,348 — — — 1,764,380 — — — Weighted average interest rate on the bank loans was 3.49% and 4.1% at June 30, 2015 and December 31, 2014 , respectively. The bank loans due November 2015 - June 2017 are credit facilities entered into by certain of the Non-Filing Entities. The filing of the Chapter 11 Cases constitutes an event of default that accelerated most of our debt obligations for which principal and accrued interest became payable and due immediately upon the commencement of the bankruptcy proceedings. However, payments on most of our obligations became subject to the automatic stay as of the Petition Date, and no payments will be made to our creditors unless approved by the Court. Scheduled minimum debt repayments, including interest and excluding capital lease obligations, were as follows at June 30, 2015 : Debt maturities, including PIK interest and excluding capital leases (In thousands) Remainder of 2015 $ 1,769,976 2016 5,269 2017 28 2018 — 2019 — Thereafter — Total $ 1,775,273 12.00% Term Loans and Equipment Financing On September 11, 2014, we entered into two term loans and one equipment financing agreement (the "2014 Financings") with an affiliate of Oaktree Capital Management, L.P. (collectively with certain of its affiliates and funds under its management, "Oaktree"). The 2014 Financings consist of the following: a. A term loan facility of $185.0 million (the “Parent Term Loan”), $50.2 million of which was advanced on September 11, 2014 and $134.8 million was available to be drawn at any time until April 30, 2016, subject to the satisfaction of certain conditions. However, as part of the Final DIP Credit Agreement, no more funds are available to be drawn under the Parent Term Loan. Proceeds from this loan were used prior to the Petition Date for capital expenditures, interest expense and general corporate purposes, including the repurchase of certain of our convertible notes owned by Oaktree, and the payment of transaction expenses related to the 2014 Financings. b. A term loan facility of $75.0 million (the “Magnequench Term Loan”), $60.0 million of which was advanced on September 11, 2014 and $15.0 million was available to be drawn at any time until April 30, 2016, subject to the satisfaction of certain conditions. However, as part of the Final DIP Credit Agreement, no more funds are available to be drawn under the Magnequench Term Loan. Proceeds from this loan were used to satisfy certain intercompany obligations of Magnequench, Inc. and to make certain intercompany loans. The contractual interest rates on the Parent Term Loan and the Magnequench Term Loan (collectively, the “Term Loans”) are 7.00% per year payable in cash and 5.00% per year payable in kind (“PIK interest”). The Term Loans mature on September 11, 2019, and, prior to the Petition Date, were subject to certain springing maturity conditions. In addition, according to the agreements governing the Term Loans, any prepayment of the loans and any repayment (or other satisfaction) of the loans after acceleration would be subject to certain early payment premium obligations. The springing maturity conditions, in combination with the early payment premiums payable upon triggering the springing maturity, met the definition of an embedded derivative liability subject to bifurcation from its host debt instrument at inception. See Note 14 of this Report for more information on this derivative liability. As a result of the event of the default on the Term Loans triggering the early repayment premium, the fair value of the springing maturity liability was determined to be nil. We recognized a gain on the fair value adjustment of $8.0 million as a reorganization item in our condensed consolidated statements of operations and comprehensive loss. We accrued $48.3 million to account for the early payment premium obligation. The amount was recorded as an increase to the Term Loans as of June 30, 2015, with a corresponding charge to reorganization items for the three and six months ended June 30, 2015. According to the terms of the Final DIP Credit Agreement, the early payment premium obligation under the Term Loans remained an allowed valid and enforceable obligation, although we retain the right to argue that the early payment premium obligations are (a) not payable due to the reinstatement or assumption of the applicable obligations or (b) less in amount due to the date used for the calculation thereof. Notwithstanding the forgoing, pursuant to paragraph 25 of the Final Order, parties have until 90 days after July 8, 2015 to commence a contested matter or adversary proceeding with respect to the early payment premium obligations and certain related matters (or to seek standing to do so). c. A Purchase and Sale Agreement pursuant to which we sold to Oaktree certain equipment including, but not limited to, parts of our natural gas powered co-generation power plant, the Chlor-Alkali facility and the water treatment plant (collectively, the “Equipment”), located at Mountain Pass. In exchange for the sale of the Equipment, we received proceeds of $139.8 million that have been used for the development and improvement of the Equipment and other assets at Mountain Pass. Concurrently with entering into the Purchase and Sale Agreement, we and Oaktree entered into an Equipment Lease Agreement, which we refer to as the "Equipment Financing", whereby we leased back all of the Equipment. The Equipment Financing has a five -year term with the following approximate annual rent payments (due quarterly in arrears): $10.1 million in the first year, $10.7 million in the second year, $11.2 million in the third year, $11.8 million in the fourth year and $12.4 million in the fifth year with an additional payment of approximately $179.9 million on the fifth anniversary of the lease commencement date. Rent payments on the Equipment Financing are based on a 7% annual rate applied to the unpaid principal balance plus accrued, but unpaid interest calculated at an annual rate of 5% . We accrued $66.0 million to account for a Stipulated Loss Value ("SLV") obligation as an increase of the Equipment Financing balance as of June 30, 2015, with a corresponding charge to reorganization items for the three and six months ended June 30, 2015. Under the terms of the Equipment Lease Agreement, a SLV would be payable to Oaktree in the event of certain defaults. According to the terms of the Final DIP Credit Agreement, the SLV remained an allowed valid and enforceable obligation, although we retain the right to argue that the SLV is (a) not payable due to the reinstatement or assumption of the applicable obligations or (b) less in amount due to the date used for the calculation thereof. Notwithstanding the forgoing, pursuant to paragraph 25 of the Final Order, parties have until 90 days after July 8, 2015 to commence a contested matter or adversary proceeding with respect to the SLV obligation and certain related matters (or to seek standing to do so). The following table presents a reconciliation of the principal amount to the net carrying value of the Term Loans and the Equipment Financing: 12.00% Term Loans 12.00% Equipment Financing June 30, (In thousands) Principal amount $ 114,604 $ 145,384 Early Payment Premium on Term Loans 48,253 — Incremental Stipulated Loss Value on Equipment Financing — 65,964 Unamortized debt discount (11,304 ) (12,647 ) Adjustment for estimate of allowed claims and write-off of discounts 11,304 12,647 Net carrying amount $ 162,857 $ 211,348 12.00% Term Loans 12.00% Equipment Financing December 31, (In thousands) Principal amount $ 111,858 $ 141,993 Unamortized debt discount (13,046 ) (14,399 ) Net carrying amount $ 98,812 $ 127,594 Effective as of the Petition Date, we ceased amortizing discounts and issuance costs on our debt subject to compromise, and recorded interest expense for the amount that will be paid, or that is probable of becoming an allowed claim, during the Chapter 11 Cases. The following table shows the interest expense recorded in the interim periods presented in this Report on the Term Loans and the Equipment Financing: Recorded Interest 12.00% Term Loans 12.00% Equipment Financing 12.00% Term Loans 12.00% Equipment Financing Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 (In thousands) Cash interest $ 2,224 $ 2,373 $ 4,556 $ 4,857 PIK interest 1,336 1,695 2,746 3,390 Accretion of discount and amortization of issuance costs 1,144 1,314 2,390 2,743 $ 4,704 $ 5,382 $ 9,692 $ 10,990 The contractual interest expense that would have been accrued on the Term Loans and the Equipment Financing if they were not subject to compromise is as follows: Contractual Interest 12.00% Term Loans 12.00% Equipment Financing 12.00% Term Loans 12.00% Equipment Financing Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 (In thousands) Cash interest $ 2,004 $ 2,542 $ 3,962 $ 5,026 PIK interest 1,432 1,816 2,830 3,590 $ 3,436 $ 4,358 $ 6,792 $ 8,616 Obligations under the 2014 Financings are guaranteed by us and certain of our subsidiaries that also guarantee the obligations under our 10% Senior Secured Notes (the “Pari Passu Guarantors”). Our obligations and those of the Pari Passu Guarantors under the 2014 Financings are secured by a pari passu lien on substantially all of our assets and the assets of the Pari Passu Guarantors (the “Pari Passu Collateral”) on an equal and ratable basis with the obligations under the 10% Senior Secured Notes. The maximum principal amount of debt under the 2014 Financings secured by the Pari Passu Collateral shall not exceed $300.0 million in the aggregate at any time or such higher amount permitted by the Pari Passu Indenture. In addition, the obligations under the 2014 Financings are guaranteed by certain of our other subsidiaries (the “First Priority Guarantors”). The obligations of the First Priority Guarantors under the 2014 Financings are secured by a first priority lien on certain equity interests owned by the First Priority Guarantors, including equity interests of certain foreign subsidiaries. In addition, the Magnequench Term Loan is secured by a first priority lien on substantially all of the assets of Magnequench, Inc. Convertible Notes, 10% Senior Secured Notes and 5% Debentures The following table presents a reconciliation of the principal to the net carrying amount for each of our Convertible Notes, 10% Senior Secured Notes and our 5% Debentures. The debt balances as of June 30, 2015 reflect the amounts that are probable of becoming allowed claims: At June 30, 2015 3.25% Convertible Notes 6.00% Convertible Notes 5.50% Convertible Notes 10% Senior Secured Notes 5% Debentures (In thousands) Principal amount $ 206,505 $ 382,986 $ 148,939 $ 650,000 $ 1,745 Unamortized debt discount (9,330 ) (39,335 ) (14,284 ) (10,338 ) — Adjustment for estimate of allowed claims and write-off of discounts 9,330 39,335 14,284 10,338 — Net carrying amount $ 206,505 $ 382,986 $ 148,939 $ 650,000 $ 1,745 At December 31, 2014 3.25% Convertible Notes 6.00% Convertible Notes 5.50% Convertible Notes 10% Senior Secured Notes 5% Debentures (In thousands) Principal amount $ 206,505 $ 383,000 $ 161,500 $ 650,000 $ 2,075 Unamortized debt discount (12,956 ) (47,031 ) (17,919 ) (11,101 ) — Net carrying amount $ 193,549 $ 335,969 $ 143,581 $ 638,899 $ 2,075 Effective as of the Petition Date, we ceased amortizing discounts and issuance costs on our debt subject to compromise, and recorded interest expense for the amount that will be paid, or that is probable of becoming an allowed claim, during the Chapter 11 Cases. The following table shows the interest expense recorded in the interim periods presented in this Report for each of our Convertible Notes and our 5% Debentures: Recorded Interest Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (In thousands) 3.25% Convertible Notes $ 3,325 $ 4,070 $ 6,882 $ 8,128 6.00% Convertible Notes 9,218 10,275 18,906 20,425 5.50% Convertible Notes 3,225 3,676 6,657 7,335 10% Senior Secured Notes 15,636 16,645 32,384 33,284 5% Debentures 22 27 44 54 $ 31,426 $ 34,693 $ 64,873 $ 69,226 The contractual interest expense that would have been accrued if our debt was not subject to compromise is as follows: Contractual Interest Three Months Ended June 30, Six Months Ended June 30, 2015 (In thousands) 3.25% Convertible Notes $ 1,678 $ 3,356 6.00% Convertible Notes 5,745 11,490 5.50% Convertible Notes 2,221 4,441 10% Senior Secured Notes 16,250 32,500 5% Debentures 22 44 $ 25,916 $ 51,831 5.50% Convertible Notes On January 30, 2013, we issued $150.0 million aggregate principal amount of our 5.50% Convertible Senior Notes due 2018 (the “ 5.50% Convertible Notes”) in a registered public offering. Certain of our officers, directors and other related parties purchased $20.5 million of this aggregate principal amount. On March 1, 2013, the underwriters of such offering purchased an additional $22.5 million aggregate principal amount of the 5.50% Convertible Notes. After deducting the underwriting discounts and commissions, net proceeds from the issuance of the 5.50% Convertible Notes were $165.6 million . The 5.50% Convertible Notes are our senior unsecured obligations and pay a 5.50% interest semi-annually in arrears on February 1 and August 1 of each year. The 5.50% Convertible Notes are convertible at any time into shares of our common stock, cash, or a combination thereof, at our election. The 5.50% Convertible Notes will mature on February 1, 2018, unless earlier repurchased, redeemed or converted in accordance with their terms prior to that date. The 5.50% Convertible Notes rank equal in right of payment to existing and future liabilities that are not expressly subordinated to the 5.50% Convertible Notes, and rank effectively junior to our existing and future secured indebtedness. In the fourth quarter of 2014, we exchanged $11.0 million aggregate principal amount of our 5.50% Convertible Notes for a total of 4,358,490 shares of our common stock, plus a payment in cash of accrued but unpaid interest. In the second quarter of 2015, we exchanged approximately $12.6 million aggregate principal amount of our 5.50% Convertible Notes for a total of 1,744,912 shares of our common stock, plus a payment in cash of accrued but unpaid interest. 6.00% Convertible Notes On August 22, 2012, we issued $360.0 million aggregate principal amount of our 6.00% Convertible Senior Notes due 2017 (the “ 6.00% Convertible Notes”) in a registered public offering. On August 28, 2012, the underwriters of the 6.00% Convertible Notes exercised their option to purchase an additional $54.0 million aggregate principal amount of the 6.00% Convertible Notes. Total net proceeds from the issuance of the 6.00% Convertible Notes were $395.7 million , after deducting the underwriting discounts and commissions. Certain of our directors, officers and other related parties purchased $6.4 million of the aggregate principal amount of the 6.00% Convertible Notes, for which we did not pay any underwriting discounts and commissions. The 6.00% Convertible Notes are our senior unsecured obligations with interest payable semi-annually in arrears on March 1 and September 1 of each year. The 6.00% Convertible Notes will mature on September 1, 2017, unless earlier repurchased, redeemed or converted in accordance with their terms, and will be convertible at any time prior to the second scheduled trading day immediately preceding the maturity date into shares of common stock, cash, or a combination thereof, at our election. The 6.00% Convertible Notes rank equal in right of payment to existing and future liabilities that are not expressly subordinated to the 6.00% Convertible Notes, and rank effectively junior to our existing and future secured indebtedness. In the fourth quarter of 2014, we exchanged $27.0 million aggregate principal amount of our 6.00% Convertible Notes for a total of 10,698,113 shares of our common stock, plus a payment in cash of accrued but unpaid interest. In September 2014, we repaid $4.0 million of our 6.00% Convertible Notes principal amount as part of the 2014 Financings. 10% Senior Secured Notes On May 25, 2012, we issued $650.0 million aggregate principal amount of senior secured notes due 2020 (the "Senior Secured Notes"). Total net proceeds from the issuance of the Senior Secured Notes were $635.4 million after deducting the initial purchasers' discounts. The Senior Secured Notes bear interest at the rate of 10% per year payable on June 1 and December 1 of each year beginning on December 1, 2012. The 10% Senior Secured Notes are our senior secured obligations and are guaranteed by the Pari Passu Guarantors. The Senior Secured Notes are secured by a first-priority security interest on substantially all of our property and assets and those of the Pari Passu Guarantors, subject to some exceptions for certain "Excluded Assets," such as: • Leasehold interests in real property; • Certain capital leases that constitute permitted liens; • Certain motor vehicles; • Assets owned by foreign subsidiaries or, subject to certain limitations, MMA; • Assets with a fair market value of less than $15.0 million as to which the board of directors determine in good faith (and certify to the collateral agent) that the costs of obtaining or perfecting such security interest are excessive in relation to the practical benefit to the holder of the Notes of the security afforded thereby (based on the value of such asset); • Cash collateral for letters of credit or hedging obligations (up to 105% of the underlying obligations); • Certain deposit accounts; • The equity interests of immaterial subsidiaries and, subject to certain limitations, MMA; • Voting stock of foreign subsidiaries in excess of 65.0% of the voting stock; and • Other pledges of stock of a guarantor to the extent that Rule 3-16 of Regulation S-X under the Securities Act would require the filing of separate financial statements of such guarantor. On June 1, 2015, we elected to take advantage of the 30-day grace period with respect to the $32.5 million semi-annual interest payment due June 1, 2015 on our 10% Senior Secured Notes, as provided for in the indenture governing these notes. This election did not trigger any cross-default provisions in other of our outstanding debt prior to the end of the grace period. 3.25% Convertible Notes On June 15, 2011, we issued $230.0 million aggregate principal amount (net proceeds of $223.1 million after deducting the initial purchasers’ discounts and commissions) of our 3.25% Convertible Notes due 2016 (the “ 3.25% Convertible Notes”) in an offering exempt from the registration requirements of the Securities Act. The 3.25% Convertible Notes are our senior unsecured obligations and bear interest at a rate of 3.25% per annum, payable semi-annually in arrears on June 15 and December 15 of each year. The 3.25% % Convertible Notes mature on June 15, 2016, unless repurchased or converted in accordance with their terms. We do not have the right to redeem the 3.25% Convertible Notes prior to maturity. In September 2014, we repaid approximately $23.5 million of our 3.25% Convertible Notes principal amount as part of the 2014 Financings. On June 15, 2015, we elected to take advantage of the 30-day grace period with respect to the approximately $3.36 million semi-annual interest payment due June 15, 2015 on our 3.25% Convertible Notes, as provided for in the indenture governing these notes. This election did not trigger any cross-default provisions in other of our outstanding debt prior to the end of the grace period. Capital Leases We lease certain mining and other equipment under agreements with various durations that have been determined to be capital leases. Those agreements contain purchase options at the end of the lease term and are generally at market interest rates. Our capital lease obligations are secured by the underlying leased equipment, and initially were all assumed with the First Day Motions of the Chapter 11 Cases. At June 30, 2015 , total future minimum payments on our capital leases were as follows: Capital Leases (In thousands) Remainder of 2015 $ 4,138 2016 8,279 2017 7,162 2018 5,772 2019 5,490 Thereafter 12,706 Total $ 43,547 Our capital lease obligations may become subject to compromise as negotiations with our largest creditors and lessors progress during the bankruptcy proceedings, and as approved by the Court. Certain of our capital leases may be subject to rejection pursuant to section 365 of the Bankruptcy Code, which would impact the minimum payments set forth above. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our effective income tax rate can vary significantly quarter-to-quarter for various reasons, including the mix and volume of business in lower tax jurisdictions, in jurisdictions with tax holidays and tax incentives, and in jurisdictions for which no deferred tax assets have been recognized because management believed it was not more likely than not that future taxable profit would be available against which tax losses and deductible temporary differences could be utilized. Our effective income tax rate can also vary due to the impact of foreign exchange fluctuations, operating losses, changes in our provisions related to tax uncertainties, and changes in our assertion relating to indefinitely reinvesting undistributed earnings of certain foreign subsidiaries. For the three and six months ended June 30, 2015 , our effective tax rates were (1.0)% and (1.5)% , respectively, as compared to 8.3% and 5.3% for the three and six months ended June 30, 2014 . The effective tax rates for the periods ended June 30, 2015 and June 30, 2014 were impacted primarily by a valuation allowance required in the U.S. as a result of tax losses generated during the periods. In addition, a $9.6 million discrete income tax benefit was recognized during the second quarter of 2014 in the U.S. to offset the increase in deferred tax liabilities from an out-of-period adjustment related to the revised fair value of our share-lending arrangements described in Note 8 below. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity As of June 30, 2015 and December 31, 2014 , we had 279,796,690 and 259,921,868 shares of common stock issued and outstanding, respectively. As of these dates, we had 5,000,000 shares of preferred stock authorized to be issued at a par value of $0.001 per share, and no outstanding shares of preferred stock. As of June 30, 2015 , we had 20,519,876 treasury shares, the majority of which related to the return of the 2012 and 2013 Borrowed Shares by Morgan Stanley Capital Services LLC (“MSCS”), an affiliate of Morgan Stanley & Co. LLC, as discussed below. Warrants On September 11, 2014, as part of the 2014 Financings, we issued warrants to Oaktree to purchase up to an aggregate of 18,358,019 shares of our common stock (the “Penny Warrants”) with an exercise price of $0.01 per share, and warrants to purchase up to an aggregate of 6,119,340 shares of our common stock with an exercise price of $2.04 per share (the “Strike Warrants”). In February 2015, Oaktree exercised the Penny Warrants. As a result, based on the formula indicated below relative to the cashless exercise, which is applicable to both the Penny Warrants and the Strike Warrants, we issued a total of 18,071,175 shares of our common stock. Under certain circumstances, the Strike Warrants may be exercised at any time until September 11, 2019 by Oaktree or any registered holder of the Strike Warrants on either a cash basis (i.e., physical exercise) or on a “cashless basis” by surrendering such warrants for a net number of shares of our common stock. With respect to the exercise of the Strike Warrants on a “cashless basis”, the number of shares of our common stock to be surrendered is equal to the quotient obtained by dividing (x) the product of the number of shares of our common stock underlying such Strike Warrants or any portion thereof being exercised (at the election of the registered holder), multiplied by the difference between the Fair Market Value and the warrant price by (y) the Fair Market Value. Fair Market Value means the average last sale price of a share of our common stock for the ten trading days ending on the third trading day prior to the date on which notice of exercise of such the Strike Warrants is sent to Computershare Inc. and Computershare Trust Company, N.A. The exercise price and the number of shares of our common stock issuable upon exercise of the Strike Warrants are subject to customary anti-dilution adjustments for stock splits, stock dividends and recapitalizations of our common stock. Subject to certain exceptions, including the issuance of shares of our common stock or other equity awards pursuant to our equity compensation plans, if we issue common stock (or common stock equivalents) at a purchase price less than the then-current exercise price of the Strike Warrants, the exercise price of the Strike Warrants will be subject to (i) full-ratchet anti-dilution protection for the first two-year period of the Strike Warrants and (ii) weighted-average anti-dilution protection for the remaining three-year period of the Strike Warrants. The Strike Warrants were classified as a derivative liability at inception because their exercise price may be adjusted for the issuance of additional shares of our common stock under certain circumstances. See Note 14 for more information on the Strike Warrants. The Chapter 11 Cases may impact the ability of the holders of the Strike Warrants to require Molycorp, Inc. to permit the exercise of the Strike Warrants. Share-lending arrangements In August 2012, in order to facilitate the offering of our 6.00% Convertible Notes due September 2017, we entered into a share-lending arrangement with MSCS under which we agreed to loan 13,800,000 shares of our common stock to MSCS (the “2012 Borrowed Shares”). In January 2013, in order to facilitate the offering of our 5.50% Convertible Notes due February 2018, we entered into another share-lending arrangement with MSCS, under which we agreed to loan 6,666,666 shares of our common stock (the “2013 Borrowed Shares”, and collectively with the 2012 Borrowed Shares, the “Borrowed Shares”). We received no proceeds and no collateral for the Borrowed Shares, but a nominal lending fee from MSCS for the use of these loaned shares. Between June 10, 2015 and June 19, 2015, MSCS returned both the 2012 and 2013 Borrowed Shares in their entirety pursuant to the terms of the related share-lending arrangements. As a result, the shares of commons stock MSCS returned to us were deposited to our treasury account, and the aggregate unamortized issuance cost balance of $11.6 million , which we had recorded in "Other non-current assets" in our condensed consolidated balance sheet, was written-off through a charge to interest expense in our condensed consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2015. Accumulated other comprehensive income The following table provides the changes in accumulated other comprehensive income (loss) (“AOCI”) for the six-month periods ended June 30, 2015 and 2014: Foreign currency translation adjustments Postretirement benefit liability Accumulated other comprehensive loss (In thousands) Balance at December 31, 2014 $ (2,339 ) $ (984 ) $ (3,323 ) Change in other comprehensive loss before reclassifications 4,725 — 4,725 Net income (loss) reclassified from AOCI — — — Balance at June 30, 2015 $ 2,386 $ (984 ) $ 1,402 Foreign currency translation adjustments Postretirement benefit liability Accumulated other comprehensive loss (In thousands) Balance at December 31, 2013 $ (6,638 ) $ 187 $ (6,451 ) Change in other comprehensive loss before reclassifications (961 ) — (961 ) Net income (loss) reclassified from AOCI — — — Balance at June 30, 2014 $ (7,599 ) $ 187 $ (7,412 ) There were no items reclassified from AOCI during the interim periods presented above. |
Loss per Share
Loss per Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Loss per Share | Loss per Share Diluted earnings per share reflect the dilutive impact of potential common stock and unvested restricted shares of common stock in the weighted average number of common shares outstanding during the period, if dilutive. For this purpose, the “treasury stock method” and “if-converted method,” as applicable, are used. Under the treasury stock method, assumed proceeds upon the exercise of stock options are considered to be used to purchase common stock at the average market price of the shares during the period. Also under the treasury stock method, fixed awards and non-vested shares, such as restricted stock units, are deemed options for purposes of computing diluted earnings per share. At June 30, 2015 and 2014 , all potential common stock under the treasury stock method were antidilutive in nature; consequently, we did not have any adjustments between earnings per share and diluted earnings per share related to stock options and restricted stock units. In applying the if-converted method, conversion is not assumed for purposes of computing diluted earnings per share if the effect would be antidilutive. Under the if-converted method, convertible debt is antidilutive whenever its interest per common share obtainable on conversion, including any deemed interest from a beneficial conversion feature and nondiscretionary adjustments, net of tax, exceeds basic earnings per share. At June 30, 2015 and 2014 , our convertible notes were all antidilutive. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies (a) Future Operating Lease Commitments We lease certain office space, trailers and equipment pursuant to lease agreements that have been determined to be operating leases. Remaining annual minimum payments under these leases at June 30, 2015 were as follows (which amounts may be subject to change if the leases or contracts are rejected pursuant to Section 365 of the Bankruptcy Code): Total Less Than 1 - 3 Years 4 - 5 Years More Than (In thousands) Operating lease obligations $ 7,596 $ 2,476 $ 3,814 $ 649 $ 657 (b) Purchase Commitments We entered into contractual commitments for the purchase of materials and services from various vendors, primarily in connection with capital projects performed at Mountain Pass. Future payments for all purchase commitments at June 30, 2015 were as follows (which amounts may be subject to change if the contracts are rejected pursuant to Section 365 of the Bankruptcy Code): Total Less Than 1 Year 1 - 3 Years 4 - 5 Years More Than 5 Years (In thousands) Purchase obligations and other commitments $ 3,551 $ 3,551 $ — $ — $ — (c) Purported Class Action and Derivative Lawsuits In February 2012, a purported class action lawsuit was filed in the Colorado Federal District Court against us and certain of our current and former executive officers alleging violations of the federal securities laws. A Consolidated Class Action Complaint filed on July 31, 2012 also named most of our Board members and some of our stockholders as defendants, along with other persons and entities. On March 31, 2015, the Colorado Federal District Court granted our motion to dismiss that Complaint without prejudice. Plaintiffs filed an amended complaint on May 29, 2015, and defendants filed a motion to dismiss the amended complaint on June 24, 2015. As a result of the Chapter 11 Cases, plaintiffs filed a motion of voluntary dismissal of us from the purported class action lawsuit, without prejudice. On July 24, 2015, plaintiffs filed an opposition to our motion to dismiss the amended complaint. Our response to the opposition is due by November 13, 2015. We believe that this lawsuit is without merit, and we intend to vigorously defend ourselves against these claims. Certain of our shareholders filed a consolidated stockholder derivative lawsuit purportedly on our behalf against us (as nominal defendant) and certain of our current and former directors, executive officers and shareholders in the Delaware Court of Chancery. A Consolidated Amended Stockholder Derivative Complaint was filed in August 2012. Pursuant to an order dated May 15, 2013, the Delaware Chancery Court stayed this derivative lawsuit pending the outcome of the Colorado class action lawsuit. On October 9, 2013, certain plaintiffs, purportedly on our behalf, filed a Motion to Lift the Stay and for Leave to File an Amended Complaint. Pursuant to a letter opinion dated May 12, 2014, the Delaware Chancery Court granted plaintiffs’ motion to file a second consolidated amended derivative complaint. In addition, the Delaware Chancery Court lifted the stay of the action. The plaintiffs filed their Second Consolidated Amended Complaint on May 15, 2014, alleging breaches of fiduciary duty and unjust enrichment, but dropping claims for material misstatements and for trading on material, non-public information. The defendants filed a Motion to Dismiss the Second Consolidated Amended Complaint on July 14, 2014, and oral arguments on the Motion to Dismiss were heard on January 16, 2015. The Delaware Chancery Court dismissed the second consolidated amended complaint on May 27, 2015, with prejudice. The Chapter 11 Cases were filed prior to the deadline for plaintiffs to appeal the dismissal; therefore, the derivative claims asserted by plaintiffs, purportedly on our behalf, have not been permanently terminated. Two additional shareholder derivative lawsuits were filed purportedly on our behalf against us (as nominal defendant) and certain of our current and former directors, executive officers and shareholders, in the Colorado Federal District Court. These lawsuits allege claims for breach of fiduciary duty, waste of corporate assets, and unjust enrichment based on events in 2011 and 2012. The Colorado Federal District Court dismissed these lawsuits. The plaintiffs filed an appeal of that ruling to the U.S. Court of Appeals for the Tenth Circuit, and the Tenth Circuit remanded these cases back to the Colorado Federal District Court. Subsequently, a different shareholder, purportedly on our behalf, filed a new shareholder derivative lawsuit in the Colorado Federal District Court alleging claims for breach of fiduciary duty, waste of corporate assets, and unjust enrichment based on events during 2011 through 2013. The Colorado Federal District Court sua sponte consolidated this lawsuit with the remanded lawsuits. The plaintiff in the new derivative lawsuit filed a Motion to Vacate the consolidation order. On July 15, 2014, the Colorado Federal District Court ruled that, based on the Second Consolidated Amended Derivative Complaint filed in Delaware Chancery Court, the issues raised in the Colorado derivative cases were sufficiently distinct from the issues set forth in the Delaware derivative lawsuit, and reversed its original order dismissing the lawsuits. In its order, the Colorado Federal District Court left open the opportunity for the defendants to file a motion to stay the Colorado derivative lawsuits pending the resolution of the Colorado class action lawsuit. The motion to stay was filed and fully briefed. The Colorado Federal District Court granted the defendants' Motion to Stay all of the Colorado derivative lawsuits pending resolution of the purported Colorado class action lawsuit, and further stayed the new Colorado derivative lawsuit pending resolution of the purported New York class action lawsuit. The Colorado Federal District Court subsequently administratively closed all of the Colorado derivative lawsuits. In August 2013, two purported class action lawsuits were filed in the U.S. District Court for the Southern District of New York against us and certain of our current and former executive officers, alleging violations of the federal securities laws. A Consolidated Amended Class Action Complaint, filed on May 19, 2014, also named us and certain of our current and former executive officers. On March 12, 2015, the Federal Court for the Southern District of New York issued an order dismissing the lawsuit with prejudice. On April 1, 2015, the plaintiffs filed a motion for reconsideration of certain portions of the dismissal order. The motion for reconsideration has been fully briefed. As a result of the Chapter 11 Cases, the Federal Court for the Southern District of New York issued an order terminating the motion for reconsideration, subject to reinstatement upon the disposition of the Chapter 11 Cases. We believe that this lawsuit is without merit, and we intend to continue to vigorously defend ourselves against these claims. The class action and derivative lawsuits described above have not progressed to a point where a reasonably possible range of losses associated with their ultimate outcome can be estimated at this time. If the final resolution of any such litigation or proceedings is unfavorable, our financial condition, operating results and cash flows could be materially affected. (d) Labor Contract At June 30, 2015 , 294 employees, or approximately 60% of the workforce at Mountain Pass were covered by a collective bargaining agreement with the United Steelworkers of America. Our contract with the United Steelworkers of America was ratified in March 2015. Also at June 30, 2015 , 156 employees, or approximately 28% of the workforce at our Molycorp Silmet facility, were unionized employees. The contract with the labor union in Estonia is automatically renewed each year unless either party desires to make an amendment. |
Concentrations
Concentrations | 6 Months Ended |
Jun. 30, 2015 | |
Risks and Uncertainties [Abstract] | |
Concentrations | Concentrations Resources Segment There were no significant sales by customer or by product at the Resources segment for the three and six months ended June 30, 2015 , and for the three and six months ended June 30, 2014 . Chemicals and Oxides Segment Sales of cerium products within the Chemicals and Oxides segment accounted for 14% and 11% of consolidated revenues in the second quarter of 2015 and 2014 , respectively, and 14% and 10% for the six months ended June 30, 2015 and 2014, respectively. There were no significant sales by customer in this segment in the same interim periods. Magnetic Materials and Alloys Segment Sales of Neo Powders™ within the Magnetic Materials and Alloys segment, relative to consolidated revenues, were 41% and 44% for the three months ended June 30, 2015 and 2014 , respectively, and 44% and 44% for the six months ended June 30, 2015 and 2014, respectively. Sales of Neo Powders™ to Daido Electronics totaled $16.2 million and $15.0 million for the three months ended June 30, 2015 and 2014, respectively, and $31.3 million and $27.2 million for the six months ended June 30, 2015 and 2014, respectively. At June 30, 2015 and December 31, 2014, we had accounts receivable from Daido Electronics of $6.4 million and $6.3 million , respectively. Rare Metals Segment There were no significant sales by product or by customer at the Rare Metals segment for the three and six months ended June 30, 2015 , and for the three and six months ended June 30, 2014 . |
Related-Party Transactions
Related-Party Transactions | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions We supply Neo Powders™ to Toda Magnequench Magnetic Materials Co. Ltd. (“TMT”), an equity method investee of ours involved in the production of rare earth magnetic compounds. We also purchase magnetic compounds back from TMT in the normal course of business. Two other equity method investees, with whom we regularly buy and sell products, include Ganzhou Keli Rare Earth New Material Co., Ltd. (“Keli”), which processes rare earth oxides into metals for inclusion in our Neo Powders™. In addition, we provide rare metal recycling services to Plansee Holding AG, a privately held Austrian company that is wholly-owned by an Austrian trust, of which one of our Board's directors and other members of his family are beneficiaries. For the three and six months ended June 30, 2015 , we purchased metals and received services from Keli for a total of $11.5 million and $24.3 million , respectively, as compared to $18.7 million and $35.6 million for the three and six months ended June 30, 2014 . As of June 30, 2015 , we also had a balance payable to Keli of $7.5 million . Transactions and outstanding balances with all other related parties were nominal in all interim periods disclosed in this Report. |
Net Change in Operating Assets
Net Change in Operating Assets and Liabilities | 6 Months Ended |
Jun. 30, 2015 | |
Net Change in Operating Assets and Liabilities | |
Net Change in Operating Assets and Liabilities | Net Change in Operating Assets and Liabilities Net change in operating assets and liabilities, net of the effects of acquisitions and dispositions, consisted of the following for the six months ended June 30, 2015 and 2014 : Six Months Ended June 30, 2015 2014 (In thousands) Decrease (increase) in operating assets: Trade accounts receivable $ (4,690 ) $ 14,708 Inventory (64,063 ) (48,213 ) Prepaid expenses and other current assets (11,437 ) (5,764 ) Increase (decrease) in operating liabilities: Trade accounts payable 39 (6,070 ) Income tax payable 619 684 Interest payable 49,228 15,552 Asset retirement obligation (319 ) (1,196 ) Accrued expenses (7,176 ) (1,614 ) $ (37,799 ) $ (31,913 ) |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments For assets and liabilities that are required under GAAP to be measured at fair value on a recurring or nonrecurring basis, we refer to a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into the following three broad levels: • Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. • Level 2 - Observable inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data by correlation or other means. • Level 3 - Prices or valuation techniques requiring inputs that are both significant to the fair value measurement and unobservable. Our assets and liabilities measured at fair value on a recurring basis were as follows at June 30, 2015 and December 31, 2014: June 30, 2015 Quoted Prices in Active Markets for Identical Assets/Liabilities Significant Other Observable Inputs Significant Unobservable Inputs (Level 1) (Level 2) (Level 3) (In thousands) Assets Cash equivalents $ 1,966 — — Liabilities Derivative liabilities: Share Purchase Agreement — — $ 6,631 December 31, 2014 Quoted Prices in Active Markets for Identical Assets/Liabilities Significant Other Observable Inputs Significant Unobservable Inputs (Level 1) (Level 2) (Level 3) (In thousands) Assets Cash equivalents $ 57,309 — — Liabilities Derivative liabilities: Springing Maturity on Term Loans — — $ 7,292 Strike Warrants — — 1,769 Share Purchase Agreement — — 6,165 Our financial assets classified in Level 1 consist of money market funds valued based on quoted prices for identical assets in active markets. The fair value of our derivative liabilities is recorded in "Other long-term liabilities" in the balance sheets as of June 30, 2015 and December 31, 2014 . The Springing Maturity on the Term Loans is a derivative liability bifurcated from the Term Loans issued on September 11, 2014 in conjunction with the 2014 Financings. As a result of the event of default on the Term Loans, the fair value of the springing maturity liability was determined to be zero. We recognized a gain on the fair value adjustment of $8.0 million and $7.3 million for the three and six months ended June 30, 2015 , respectively, which we recorded as reorganization items in our condensed consolidated statement of operations and comprehensive loss. As discussed in Note 8 of this Report, in the third quarter of 2014, we issued certain Strike Warrants to Oaktree. The change in fair value of these warrants resulted in a gain of approximately $0.6 million and $1.8 million for the three and six months ended June 30, 2015 , respectively, which we recorded as interest expense in our condensed consolidated statement of operations and comprehensive loss. The fair value of the Strike Warrants, which was nominal after recording these changes as of June 30, 2015 , was determined based on an option pricing model using, among others inputs, an estimated volatility haircut to the full observed historical volatility. The share purchase agreement (“SPA”) relates to a contract between NMT Holding GmbH, our wholly-owned German subsidiary that is part of the Non-Filing Entities, and the shareholders of Buss & Buss, a majority-owned subsidiary of ours. The SPA includes a call and a put option on shares of the remaining shareholder and his legal successors. If the call option is exercised by us, a premium is added to the consideration to purchase the underlying shares in Buss & Buss. If the put option is exercised by the remaining shareholder of Buss & Buss or his legal successors, a discount will reduce the cost basis of the securities sold to us. We account for the put option at fair value with changes in fair value recognized currently in earnings. The change in fair value of the put option was nominal for the three and six months ended June 30, 2015 , and for the three and six months ended June 30, 2014 . We recorded these nominal changes in fair values as interest expense in the condensed consolidated statements of operations and comprehensive loss. The technique used to fair value the SPA is the income approach based on a discounted cash flow model using significant unobservable inputs. Changes to these inputs based on reasonably possible alternative assumptions would not significantly change amounts we recognized in our balance sheets and condensed consolidated statements of operations and comprehensive loss. The following table presents the fair value of publicly traded financial liabilities we report at their carrying amount: June 30, 2015 December 31, 2014 Carrying Amount Fair Value Carrying Amount Fair Value (In thousands) 3.25% Convertible Notes due June 2016 $ 206,505 $ 5,163 $ 193,549 $ 88,281 6.00% Convertible Notes due September 2017 382,986 9,575 335,969 107,240 5.50% Convertible Notes due February 2018 148,939 4,403 143,581 46,028 10% Senior Notes due June 2020 650,000 175,500 638,899 357,500 Total long-term debt $ 1,388,430 $ 194,641 $ 1,311,998 $ 599,049 Prior to the Petition Date, the carrying amount of the financial liabilities listed above was comprised of the principal amount reduced by the unamortized underwriting discount. In addition, for each of our convertible notes the principal amount was further reduced by the unamortized discount representing the value of the respective equity components at issuance. As of June 30, 2015 , subsequent to the Petition Date, the carrying amount of the financial liabilities subject to compromise reflect the amount that is probable of becoming an allowed claim. Adjustments to the carrying amount of financial liabilities subject to compromise was recorded as a reorganization item in the condensed consolidated statements of operations and comprehensive loss. The fair value of the financial liabilities listed above, which are all classified in Level 1, is based on the last available market trade of each reporting period. Our 5% Debentures, Term Loans and Equipment Financings are not actively traded, and the difference between their carrying amount and fair value is impractical to estimate. The carrying amount of certain other financial instruments, such as trade accounts receivables, trade accounts payable, accrued expenses, bank loans and capital lease obligations approximate fair value and, therefore, have been excluded from the table above. |
Subsidiary Guarantor Financial
Subsidiary Guarantor Financial Information | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Subsidiary Guarantor Financial Information | Subsidiary Guarantor Financial Information The 10% Senior Notes are fully, unconditionally and jointly and severally guaranteed by all of our 100% owned existing and future Domestic (as defined in the indenture governing the 10% Senior Notes) material subsidiaries. The 10% Senior Notes guarantee of a guarantor will automatically terminate, and the obligations of such guarantor under the 10% Senior Notes guarantee will be unconditionally released and discharged, upon (all terms as defined in the indenture governing the 10% Senior Notes): (1) any sale, exchange, transfer or other disposition of a majority of the capital stock of (including by way of consolidation or merger) such guarantor by us or any restricted subsidiary to any person or persons, as a result of which such guarantor is no longer a direct or indirect subsidiary of ours; (2) any sale, exchange, transfer or other disposition of all or substantially all assets of such guarantor that results in such guarantor having no assets; (3) the designation by us of such guarantor as an unrestricted subsidiary; or (4) defeasance or discharge of the 10% Senior Notes; provided that any such event occurs in accordance with all other applicable provisions of the indenture. Presented below are the condensed consolidating financial statements of the Parent ("Molycorp, Inc.") as issuer, its combined guarantor subsidiaries and its combined non-guarantor subsidiaries, which are presented as an alternative to providing separate financial statements for the guarantors. The accounts of the Parent, the guarantor and non-guarantor subsidiaries are presented using the equity method of accounting for investments in subsidiaries for purposes of these condensed consolidating financial statements only. Certain of the prior periods separate financial information has been reclassified to conform to the presentation of the most recent period herein disclosed. June 30, 2015 (In thousands) Condensed Consolidating Balance Sheets Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Cash and cash equivalents $ 181 $ 2,688 $ 73,907 $ — $ 76,776 Trade accounts receivable, net — 1,817 47,447 — 49,264 Inventory — 38,282 133,026 — 171,308 Prepaid expenses and other current assets 2,388 11,688 23,739 — 37,815 Total current assets 2,569 54,475 278,119 — 335,163 Deposits 1,757 29,491 — — 31,248 Property, plant and equipment, net — 1,546,996 128,562 — 1,675,558 Inventory — 24,321 — — 24,321 Intangible assets, net — 344 207,273 — 207,617 Investments — — 7,852 — 7,852 Goodwill — — 102,808 — 102,808 Investments in consolidated subsidiaries — 85,087 — (85,087 ) — Intercompany accounts receivable 1,950,859 46,935 155,326 (2,153,120 ) — Other non-current assets — 625 2,452 — 3,077 Total assets $ 1,955,185 $ 1,788,274 $ 882,392 $ (2,238,207 ) $ 2,387,644 Trade accounts payable $ — $ 2,016 $ 22,825 $ — $ 24,841 Accrued expenses 1,848 10,746 15,950 — 28,544 Interest payable — — 5 — 5 Debt and capital lease obligations — 3,399 10,842 — 14,241 Other current liabilities — 3,331 4,953 — 8,284 Total current liabilities 1,848 19,492 54,575 — 75,915 Liabilities subject to compromise 1,585,174 2,489,763 817,249 (3,058,855 ) 1,833,331 Asset retirement obligation — 10,977 — — 10,977 Deferred tax liabilities — — 62,477 — 62,477 Debt and capital lease obligations — 17,466 64 — 17,530 Intercompany accounts payable 17 26,007 37,033 (63,057 ) — Other non-current liabilities — 1,423 10,341 — 11,764 Total liabilities $ 1,587,039 $ 2,565,128 $ 981,739 $ (3,121,912 ) $ 2,011,994 Stockholders’ equity: Common stock 260 — — — 260 Additional paid-in capital 2,248,794 132,335 534,440 (666,775 ) 2,248,794 Accumulated other comprehensive loss 1,402 — 1,402 (1,402 ) 1,402 Accumulated deficit (1,882,310 ) (909,189 ) (642,693 ) 1,551,882 (1,882,310 ) Total Molycorp stockholders’ equity 368,146 (776,854 ) (106,851 ) 883,705 368,146 Noncontrolling interests — — 7,504 — 7,504 Total stockholders’ equity 368,146 (776,854 ) (99,347 ) 883,705 375,650 Total liabilities and stockholders’ equity $ 1,955,185 $ 1,788,274 $ 882,392 $ (2,238,207 ) $ 2,387,644 December 31, 2014 (In thousands) Condensed Consolidating Balance Sheets Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Cash and cash equivalents $ 98,650 $ 5,329 $ 107,706 $ — $ 211,685 Trade accounts receivable, net — 1,924 42,651 — 44,575 Inventory — 36,956 132,367 — 169,323 Prepaid expenses and other current assets — 9,673 19,659 — 29,332 Total current assets 98,650 53,882 302,383 — 454,915 Deposits 1,756 29,322 — — 31,078 Property, plant and equipment, net — 1,575,670 132,300 — 1,707,970 Inventory — 25,127 — — 25,127 Intangible assets, net — 377 215,494 — 215,871 Investments — 785 8,016 — 8,801 Goodwill — — 102,808 — 102,808 Investments in consolidated subsidiaries — 91,672 — (91,672 ) — Intercompany accounts receivable 2,063,568 — — (2,063,568 ) — Other non-current assets 16,421 7,792 5,203 — 29,416 Total assets $ 2,180,395 $ 1,784,627 $ 766,204 $ (2,155,240 ) $ 2,575,986 Trade accounts payable $ — $ 14,641 $ 26,201 $ — $ 40,842 Accrued expenses 1 15,705 17,960 — 33,666 Interest payable 17,323 551 426 — 18,300 Debt and capital lease obligations — 3,234 9,326 — 12,560 Other current liabilities — 263 4,423 — 4,686 Total current liabilities 17,324 34,394 58,336 — 110,054 Asset retirement obligation — 17,799 — — 17,799 Deferred tax liabilities — — 63,802 — 63,802 Debt and capital lease obligations 1,357,003 146,805 55,973 — 1,559,781 Intercompany accounts payable — 2,134,041 658,986 (2,793,027 ) — Other non-current liabilities 9,061 1,424 9,762 — 20,247 Total liabilities $ 1,383,388 $ 2,334,463 $ 846,859 $ (2,793,027 ) $ 1,771,683 Stockholders’ equity: Common stock 260 — — — 260 Additional paid-in capital 2,245,478 132,335 534,440 (666,775 ) 2,245,478 Accumulated other comprehensive loss (3,323 ) — (3,323 ) 3,323 (3,323 ) Accumulated deficit (1,445,408 ) (682,171 ) (619,068 ) 1,301,239 (1,445,408 ) Total Molycorp stockholders’ equity 797,007 (549,836 ) (87,951 ) 637,787 797,007 Noncontrolling interests — — 7,296 — 7,296 Total stockholders’ equity 797,007 (549,836 ) (80,655 ) 637,787 804,303 Total liabilities and stockholders’ equity $ 2,180,395 $ 1,784,627 $ 766,204 $ (2,155,240 ) $ 2,575,986 Three Months Ended June 30, 2015 (In thousands) Condensed Consolidating Statements of Operations and Comprehensive Income Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Revenues $ — $ 17,714 $ 109,827 $ (13,699 ) $ 113,842 Costs of sales: Costs excluding depreciation and amortization — (55,976 ) (83,397 ) 13,699 (125,674 ) Depreciation and amortization — (21,919 ) (3,949 ) — (25,868 ) Gross (loss) profit — (60,181 ) 22,481 — (37,700 ) Operating expenses: Selling, general and administrative (9,328 ) (7,376 ) (9,549 ) — (26,253 ) Depreciation, amortization and accretion — 3,104 (4,718 ) — (1,614 ) Revisions in estimated ARO cash flows — 4,042 — — 4,042 Research and development — (123 ) (3,361 ) — (3,484 ) Operating (loss) income (9,328 ) (60,534 ) 4,853 — (65,009 ) Other income (expense) 5,835 4 (8,856 ) — (3,017 ) Gain on conversion of convertible notes 10,895 — — — 10,895 Interest expense (45,772 ) (9,566 ) 469 — (54,869 ) Reorganization items, net (99,174 ) (84,883 ) (35,076 ) — (219,133 ) Interest income (expense) from intercompany notes 8,605 (665 ) (7,940 ) — — Equity loss from consolidated subsidiaries (205,630 ) (5,311 ) — 210,941 — Loss before income taxes and equity earnings (334,569 ) (160,955 ) (46,550 ) 210,941 (331,133 ) Income tax expense — (3 ) (3,349 ) — (3,352 ) Equity in income of affiliates — — 59 — 59 Net loss (334,569 ) (160,958 ) (49,840 ) 210,941 (334,426 ) Net income attributable to noncontrolling interest — — 143 — 143 Net loss attributable to Molycorp stockholders $ (334,569 ) $ (160,958 ) $ (49,983 ) $ 210,941 $ (334,569 ) Net loss $ (334,569 ) $ (160,958 ) $ (49,840 ) $ 210,941 $ (334,426 ) Other comprehensive loss: Foreign currency translation adjustments — — (64 ) — (64 ) Comprehensive loss $ (334,569 ) $ (160,958 ) $ (49,904 ) $ 210,941 $ (334,490 ) Comprehensive (loss) income attributable to: Molycorp stockholders (334,569 ) (160,958 ) (50,047 ) 210,941 (334,633 ) Noncontrolling interest — — 143 — 143 $ (334,569 ) $ (160,958 ) $ (49,904 ) $ 210,941 $ (334,490 ) Six Months Ended June 30, 2015 (In thousands) Condensed Consolidating Statements of Operations and Comprehensive Income Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Revenues $ — $ 30,222 $ 212,304 $ (22,260 ) $ 220,266 Costs of sales: Costs excluding depreciation and amortization — (98,457 ) (155,352 ) 22,260 (231,549 ) Depreciation and amortization — (43,046 ) (8,102 ) — (51,148 ) Gross (loss) profit — (111,281 ) 48,850 — (62,431 ) Operating expenses: Selling, general and administrative (13,323 ) (15,604 ) (18,783 ) — (47,710 ) Depreciation, amortization and accretion — 2,191 (9,377 ) — (7,186 ) Revisions in estimated ARO cash flows — 4,042 — — 4,042 Research and development — (262 ) (6,363 ) — (6,625 ) Operating (loss) income (13,323 ) (120,914 ) 14,327 — (119,910 ) Other (expense) income (26,007 ) (104 ) 25,217 — (894 ) Gain on conversion of convertible notes 10,895 — — — 10,895 Interest expense (82,608 ) (13,248 ) (5,313 ) — (101,169 ) Reorganization items, net (99,174 ) (84,883 ) (35,076 ) — (219,133 ) Interest income (expense) from intercompany notes 17,372 (1,276 ) (16,096 ) — — Equity loss from consolidated subsidiaries (244,057 ) (6,586 ) — 250,643 — Loss before income taxes and equity earnings (436,902 ) (227,011 ) (16,941 ) 250,643 (430,211 ) Income tax expense — (7 ) (6,313 ) — (6,320 ) Equity in loss of affiliates — — (164 ) — (164 ) Net loss (436,902 ) (227,018 ) (23,418 ) 250,643 (436,695 ) Net income attributable to noncontrolling interest — — 207 — 207 Net loss attributable to Molycorp stockholders $ (436,902 ) $ (227,018 ) $ (23,625 ) $ 250,643 $ (436,902 ) Net loss $ (436,902 ) $ (227,018 ) $ (23,418 ) $ 250,643 $ (436,695 ) Other comprehensive loss: Foreign currency translation adjustments — — 4,725 — 4,725 Comprehensive loss $ (436,902 ) $ (227,018 ) $ (18,693 ) $ 250,643 $ (431,970 ) Comprehensive (loss) income attributable to: Molycorp stockholders (436,902 ) (227,018 ) (18,900 ) 250,643 (432,177 ) Noncontrolling interest — — 207 — 207 $ (436,902 ) $ (227,018 ) $ (18,693 ) $ 250,643 $ (431,970 ) Three Months Ended June 30, 2014 (In thousands) Condensed Consolidating Statements of Operations and Comprehensive Income Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Revenues $ — $ 12,009 $ 113,319 $ (8,421 ) $ 116,907 Costs of sales: Costs excluding depreciation and amortization — (38,490 ) (83,330 ) 8,421 (113,399 ) Depreciation and amortization — (16,031 ) (4,048 ) — (20,079 ) Gross (loss) profit — (42,512 ) 25,941 — (16,571 ) Operating expenses: Selling, general and administrative (153 ) (10,437 ) (9,834 ) — (20,424 ) Depreciation, amortization and accretion — (1,057 ) (6,200 ) — (7,257 ) Research and development — (100 ) (4,383 ) — (4,483 ) Operating (loss) income (153 ) (54,106 ) 5,524 — (48,735 ) Other income (expense) 15,149 196 (15,049 ) — 296 Interest expense (39,658 ) (1,190 ) (437 ) — (41,285 ) Interest income (expense) from intercompany notes 10,434 (510 ) (9,924 ) — — Equity loss from consolidated subsidiaries (79,301 ) (2,009 ) — 81,310 — Loss before income taxes and equity earnings (93,529 ) (57,619 ) (19,886 ) 81,310 (89,724 ) Income tax benefit (expense) 9,630 — (2,203 ) — 7,427 Equity in (loss) income of affiliates — (1,592 ) 39 — (1,553 ) Net loss (83,899 ) (59,211 ) (22,050 ) 81,310 (83,850 ) Net income attributable to noncontrolling interest — — 49 — 49 Net loss attributable to Molycorp stockholders $ (83,899 ) $ (59,211 ) $ (22,099 ) $ 81,310 $ (83,899 ) Net loss $ (83,899 ) $ (59,211 ) $ (22,050 ) $ 81,310 $ (83,850 ) Other comprehensive loss: Foreign currency translation adjustments — — (109 ) — (109 ) Comprehensive loss $ (83,899 ) $ (59,211 ) $ (22,159 ) $ 81,310 $ (83,959 ) Comprehensive (loss) income attributable to: Molycorp stockholders (83,899 ) (59,211 ) (22,208 ) 81,310 (84,008 ) Noncontrolling interest — — 49 — 49 $ (83,899 ) $ (59,211 ) $ (22,159 ) $ 81,310 $ (83,959 ) Six Months Ended June 30, 2014 (In thousands) Condensed Consolidating Statements of Operations and Comprehensive Income Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Revenues $ — $ 29,239 $ 227,051 $ (20,858 ) $ 235,432 Costs of sales: Costs excluding depreciation and amortization — (91,869 ) (167,861 ) 20,858 (238,872 ) Depreciation and amortization — (28,158 ) (8,068 ) — (36,226 ) Gross (loss) profit — (90,788 ) 51,122 — (39,666 ) Operating expenses: Selling, general and administrative (393 ) (18,595 ) (19,391 ) — (38,379 ) Depreciation, amortization and accretion — (2,102 ) (12,357 ) — (14,459 ) Research and development — (243 ) (7,006 ) — (7,249 ) Operating (loss) income (393 ) (111,728 ) 12,368 — (99,753 ) Other (expense) income (3,122 ) 212 3,680 — 770 Interest expense (74,214 ) (2,395 ) (316 ) — (76,925 ) Interest income (expense) from intercompany notes 20,789 (1,014 ) (19,775 ) — — Equity loss from consolidated subsidiaries (122,651 ) (1,686 ) — 124,337 — Loss before income taxes and equity earnings (179,591 ) (116,611 ) (4,043 ) 124,337 (175,908 ) Income tax benefit (expense) 9,630 — (296 ) — 9,334 Equity in (loss) income of affiliates — (3,299 ) 24 — (3,275 ) Net loss (169,961 ) (119,910 ) (4,315 ) 124,337 (169,849 ) Net income attributable to noncontrolling interest — — 112 — 112 Net loss attributable to Molycorp stockholders $ (169,961 ) $ (119,910 ) $ (4,427 ) $ 124,337 $ (169,961 ) Net loss $ (169,961 ) $ (119,910 ) $ (4,315 ) $ 124,337 $ (169,849 ) Other comprehensive loss: Foreign currency translation adjustments — — (961 ) — (961 ) Comprehensive loss $ (169,961 ) $ (119,910 ) $ (5,276 ) $ 124,337 $ (170,810 ) Comprehensive (loss) income attributable to: Molycorp stockholders (169,961 ) (119,910 ) (5,388 ) 124,337 (170,922 ) Noncontrolling interest — — 112 — 112 $ (169,961 ) $ (119,910 ) $ (5,276 ) $ 124,337 $ (170,810 ) Six Months Ended June 30, 2015 (In thousands) Condensed Consolidating Statements of Cash Flows Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Net cash used in operating activities $ (7,663 ) $ (104,306 ) $ (8,990 ) $ — $ (120,959 ) Cash flows from investing activities: Intercompany advances made (99,023 ) (608 ) (216 ) 99,847 — Repayments from non-guarantor 2,447 7,600 — (10,047 ) — Loans to parent — (1,700 ) (9,095 ) 10,795 — Loans to guarantors — — (9,000 ) 9,000 — Loans to non-guarantors (3,001 ) — — 3,001 — Repayments from parent — — 2,240 (2,240 ) — Capital expenditures — (10,854 ) (3,449 ) — (14,303 ) Other investing activities — 785 162 — 947 Net cash used in investing activities (99,577 ) (4,777 ) (19,358 ) 110,356 (13,356 ) Cash flows from financing activities: Repayments of debt — — 1,158 — 1,158 Dividend paid to noncontrolling interests — — (60 ) — (60 ) Repayments to parent — — (2,447 ) 2,447 — Repayments to guarantors — — (7,600 ) 7,600 — Repayments to non-guarantors (2,240 ) — — 2,240 — Borrowing from parent — — 3,001 (3,001 ) — Borrowing from guarantors 1,700 — — (1,700 ) — Borrowing from non-guarantors 9,095 9,000 — (18,095 ) — Intercompany advances owed 216 99,023 608 (99,847 ) — Other financing activities — (1,581 ) — — (1,581 ) Net cash provided by (used in) financing activities 8,771 106,442 (5,340 ) (110,356 ) (483 ) Effect of exchange rate changes on cash — — (111 ) — (111 ) Net change in cash and cash equivalents (98,469 ) (2,641 ) (33,799 ) — (134,909 ) Cash and cash equivalents at beginning of the period 98,650 5,329 107,706 — 211,685 Cash and cash equivalents at end of period $ 181 $ 2,688 $ 73,907 $ — $ 76,776 Six Months Ended June 30, 2014 (In thousands) Condensed Consolidating Statements of Cash Flows Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Net cash used in operating activities $ (36,253 ) $ (71,050 ) $ (10,945 ) $ — $ (118,248 ) Cash flows from investing activities: Intercompany advances made (141,366 ) — — 141,366 — Repayments from non-guarantor 48,000 — — (48,000 ) — Capital expenditures — (40,928 ) (3,759 ) — (44,687 ) Recovery from insurance claims — 12,900 — — 12,900 Other investing activities — — (308 ) — (308 ) Net cash used in investing activities (93,366 ) (28,028 ) (4,067 ) 93,366 (32,095 ) Cash flows from financing activities: Repayments of debt — — (3,079 ) — (3,079 ) Payments of preferred dividends (2,846 ) — — — (2,846 ) Dividend paid to noncontrolling interests — — (1,135 ) — (1,135 ) Repayments to parent — — (48,000 ) 48,000 — Intercompany advances owed — 97,822 43,544 (141,366 ) — Other financing activities — 861 (697 ) — 164 Net cash (used in) provided by financing activities (2,846 ) 98,683 (9,367 ) (93,366 ) (6,896 ) Effect of exchange rate changes on cash — — (706 ) — (706 ) Net change in cash and cash equivalents (132,465 ) (395 ) (25,085 ) — (157,945 ) Cash and cash equivalents at beginning of the period 169,145 6,467 138,705 — 314,317 Cash and cash equivalents at end of period $ 36,680 $ 6,072 $ 113,620 $ — $ 156,372 |
Asset Retirement Obligation
Asset Retirement Obligation | 6 Months Ended |
Jun. 30, 2015 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligation | Asset Retirement Obligation Under applicable environmental laws and regulations, we are subject to reclamation and remediation obligations resulting from the mining operations at Mountain Pass. The following table presents the activity of our ARO for the six months ended June 30, 2015 , and for the year ended December 31, 2014: June 30, 2015 December 31, 2014 (In thousands) Balance at beginning of period $ 18,119 $ 17,583 Obligations settled (375 ) (1,549 ) Accretion expense 606 1,153 Revisions in estimated cash flows (4,042 ) — Loss on settlement — 932 Balance at end of period $ 14,308 $ 18,119 The balances above include a short-term portion of $3.3 million and $0.3 million as of June 30, 2015 and December 31, 2014, respectively, which we recorded under "Other current liabilities" in the condensed consolidated balance sheets included in this Report. These balances represent the present value of our estimated future cash flows required to satisfy reclamation and remediation obligations currently known to us, which we calculated using discount rates ranging from 5% to 20% , depending on the timing of when the liability was initially recognized. The aggregate estimated future undiscounted cash flows required to satisfy our ARO was $89.4 million as of June 30, 2015 . In June 2015, we updated the ARO associated with the mining operation at Mountain Pass in conjunction with the revised financial assurance cost estimate approved by the San Bernardino County and other environmental agencies in California. This ARO update included increased cost estimates for certain closure activities, post-closure maintenance, and corrective action for known or reasonable foreseeable releases of waste management units and cleanup of mining waste contaminated soil at Mountain Pass. Even though the aggregate estimated future undiscounted cash flows have increased as of result of this June 2015 ARO update, the present value of our estimated future cash flows decreased by $4.0 million due to the use of a higher discount rate reflecting our current credit-adjusted risk-free rate. |
Condensed Combined Financial In
Condensed Combined Financial Information of the Debtors | 6 Months Ended |
Jun. 30, 2015 | |
Reorganizations [Abstract] | |
Condensed Combined Financial Information of the Debtors | Reorganization Proceedings Voluntary Reorganization Under Chapter 11 In addition to Molycorp, Inc., the Debtors in the Chapter 11 Cases include certain of its direct and indirect wholly owned domestic subsidiaries and certain of our foreign subsidiaries in Canada, Barbados and Luxembourg (collectively, the "Debtors"). The Debtors are continuing in possession of their properties and are managing their businesses, as debtors-in-possession, in accordance with the applicable provisions of the Bankruptcy Code and orders of the Court. Our operating subsidiaries in Hong Kong, China, Thailand, Japan, Korea, Germany, United Kingdom, Estonia and Singapore, our non-operating subsidiary in Sri Lanka, and our majority owned joint venture in Quapaw, Oklahoma currently are not Debtors (collectively, the "Non-Filing Entities") under the Chapter 11 Cases. The Chapter 11 Cases are styled In re Molycorp, Inc., et al , U.S. Bankruptcy Court, District of Delaware, Case No. 15-11357. The Chapter 11 Cases are intended to permit us to reorganize and increase our liquidity, and to focus on the more profitable aspects of our business while limiting cash costs attributable to our other operations. Our goal is to develop and implement a reorganization plan that meets the standards for confirmation under the Bankruptcy Code. Confirmation of a reorganization plan could materially alter the classifications and amounts reported in our consolidated financial statements, which do not give effect to any adjustments to the carrying values of assets or amounts of liabilities that might be necessary as a consequence of a confirmation of a reorganization plan or other arrangement or the effect of any operational changes that may be implemented. During the Chapter 11 Cases, and upon approval of the Court, we may seek to convert a significant portion of our outstanding debt to equity, including the exchange of debt for shares of common stock of the reorganized company. In addition, we may seek to reduce our cash interest cost and/or extend debt maturity dates by negotiating the exchange of outstanding debt for new debt with modified terms. Operation and Implication of the Bankruptcy filing Under Section 362 of the Bankruptcy Code, the filing of the Chapter 11 Cases by the Debtors automatically stayed most actions against the Debtors, including most actions to collect indebtedness incurred prior to the Petition Date or to exercise control over our property. Accordingly, although the Chapter 11 Cases triggered defaults for certain of the Debtors’ debt obligations, creditors are stayed from taking any actions as a result of such defaults. Substantially all of our pre-petition liabilities are subject to settlement under a reorganization plan. As a result of the Chapter 11 Cases, the realization of assets and the satisfaction of liabilities are subject to uncertainty. The Debtors, operating as debtors-in-possession under the Bankruptcy Code, may, subject to approval of the Court, sell or otherwise dispose of assets and liquidate or settle liabilities for amounts other than those reflected in the condensed consolidated financial statements. Further, a confirmed reorganization plan or other arrangement may materially change the amounts and classifications of assets and liabilities in our consolidated financial statements. At the first hearing the Court held on June 26, 2015, we obtained approval to pay both pre-petition wages and benefits that were earned before the Petition Date and have not yet been paid, and we are authorized to pay post-petition wages and benefits earned after the Petition Date. On June 26, 2015, the Court approved a number of other motions, allowing us to maintain our banking systems, insurance programs, utilities, and pay certain essential suppliers and lienholders for pre-petition amounts as warranted. All of the orders signed by the Court under the Chapter 11 Cases can be found by clicking on the Prime Clerk link in the Investor Relations Center of our website http://www.molycorp.com/investors. The U.S. Trustee for the District of Delaware (the "U.S. Trustee") has appointed an official committee of unsecured creditors (the “UCC”). The UCC is organized to represent the interests of all creditors that have unsecured claims against the Debtors. The UCC and its legal representatives have a right to be heard on all matters affecting the Debtors that come before the Court. There can be no assurance that the UCC will support the Debtors' positions on matters to be presented to the Court in the future or on any reorganization plan, once proposed. Reorganization Plan In order for us to emerge successfully from the Chapter 11 Cases, we must obtain the Court's approval of a reorganization plan, which will enable us to transition from the Chapter 11 Cases into ordinary course operations outside of bankruptcy. In connection with a reorganization plan, we also may require a new credit facility, or “exit financing.” Our ability to obtain such approval and financing will depend on, among other things, the timing and outcome of various ongoing matters related to the Chapter 11 Cases. A reorganization plan determines the rights and satisfaction of claims from various creditors and security holders, and is subject to the ultimate outcome of negotiations and Court decisions ongoing through the date on which the reorganization plan is confirmed. Although our goal is to file a plan of reorganization that restructures the liabilities of the existing Molycorp business, we may determine that it is in the best interests of the Debtors’ estates to seek Court approval of a sale of all or a portion of our assets pursuant to Section 363 of the Bankruptcy Code or seek confirmation of a reorganization plan providing for such a sale or other arrangement. We expect that any proposed reorganization plan will provide, among other things, mechanisms for settlement of claims against the Debtors' estates, treatment of our existing equity and debt holders, and certain corporate governance and administrative matters pertaining to the reorganized company. Any proposed reorganization plan will potentially be subject to revision based upon negotiations with our secured creditors, the U.S. Trustee, the UCC and other interested parties, and thereafter in response to objections and the requirements of the Bankruptcy Code or the Court. There can be no assurance that we will be able to secure approval for any proposed reorganization plan from the Court. In the event we do not secure approval of a proposed reorganization plan, we may not have sufficient time to propose a revised plan before the outstanding principal and interest under the Final DIP Credit Agreements becomes due and payable. Debtor-In-Possession Financing On July 2, 2015, we received approval from the Court, pursuant to an interim order (the "Interim Order"), to borrow an aggregate of $22.0 million in interim debtor-in-possession financing provided by an affiliate of Oaktree Capital Management. On July 22, 2015, the Court, pursuant to a final order (the "Final Order"), approved the Final DIP Credit Agreement for an additional aggregate of $113.4 million from the same lender. Please refer to Note 18 of this Report for more information on the debtor-in-possession financings. Liabilities subject to compromise Upon filing a petition for reorganization, GAAP provides that all liabilities are to be separated into obligations that were incurred prior to the filing of a bankruptcy petition (the "pre-petition liabilities") and those incurred after the filing of the petition (the "post-petition liabilities"). Pre-petition liabilities are further segregated into liabilities subject to compromise ("LSTC") and liabilities not subject to compromise. LSTC are pre-petition obligations that are not fully secured and that have at least a possibility of not being repaid at the full claim amount. However, fully secured liabilities may become impaired under a reorganization plan and may be classified as LSTC. LSTC, including claims that become known after a bankruptcy petition is filed, are reported on the basis of the expected amount of the total allowed claim, even though they may be settled for lesser amounts. Allowed claims are initially included in the debtors listing of liabilities filed with the bankruptcy court or submitted by a creditor to the bankruptcy court and not objected by the debtor. Allowed claims remain subject to future adjustment that may result from actions of the bankruptcy court, rejection of contracts and unexpired leases, negotiations, disputed claims, valuation of collateral securing claims, and other events. The following table presents the pre-petition LSTC of the Debtors as of June 30, 2015: June 30, (In thousands) Trade accounts payable $ 16,485 Debt (Note 6) 1,764,380 Interest payable 52,001 Other accounts payable 465 $ 1,833,331 Please refer to Note 6 of this Report for more information on our debt subject to compromise. Reorganization items, net We report costs directly associated with the reorganization proceedings as reorganization items, net in the accompanying condensed consolidated statements of operations and comprehensive loss. These costs include legal and other professional advisory fees pertaining to the Chapter 11 Cases, and all adjustments made to the carrying amount of certain pre-petition liabilities reflecting claims allowed by the Court. The following table presents the reorganization items incurred after the Petition Date: Three and Six Months Ended June 30, 2015 (In thousands) Legal and other professional fees $ (1,849 ) Adjustments to the carrying amount of debt (97,306 ) Write-off of deferred financing costs (13,769 ) Gain on fair value adjustment of Springing Maturity derivative (Note 14) 8,008 Early Payment Premium on Term Loans (48,253 ) Incremental Stipulated Loss Value on Equipment Financing (65,964 ) $ (219,133 ) Consolidation When one or more entities in the consolidation group are in bankruptcy and some other entities in the consolidation group are not, GAAP requires us to present separate condensed combined financial statements of the entities that are in bankruptcy. As such, condensed combined financial statements of the Debtors are presented in Note 17. Condensed Combined Financial Information of the Debtors The financial statements below represent the condensed combined financial statements of the Debtors. Effective as of June 25, 2015, the Non-Filing Entities are accounted for as non-consolidated subsidiaries in the financial statements presented below and, as such, the net assets of the Non-Filing Entities are included as “Investment in Non-Filing Entities” in the Debtors’ Balance Sheet, and their net earnings (loss) are included as “Equity in earnings (loss) of Non-Filing Entities, net of tax” in the Debtors’ Statement of Operations and Comprehensive Loss. Intercompany transactions among the Debtors have been eliminated in the financial statements below. Intercompany transactions among the Debtors and the Non-Filing Entities have not been eliminated in the Debtors’ financial statements. Debtors' Balance Sheet June 30, 2015 (In thousands) ASSETS Cash and cash equivalents $ 23,912 Trade accounts receivable, net 9,893 Inventory 60,942 Prepaid expenses and other current assets 22,802 Total current assets 117,549 Deposits 31,248 Property, plant and equipment, net 1,553,230 Inventory, non-current 24,321 Intangible assets, net 30,734 Investments 7,045 Other non-current assets 587 Investment in Non-Filing Entities 409,040 Intercompany accounts receivable 131,611 Total assets $ 2,305,365 LIABILITIES AND EQUITY Trade accounts payable $ 2,228 Accrued expenses 15,066 Debt and capital lease obligations, current 3,399 Other current liabilities 3,420 Total current liabilities 24,113 Liabilities subject to compromise 1,858,691 Asset retirement obligation, net of current portion 10,977 Deferred tax liabilities, non-current 16,518 Debt and capital lease obligations, net of current portion 17,466 Other non-current liabilities 4,656 Intercompany accounts payable 4,799 Total liabilities $ 1,937,220 Common stock, $0.001 par value 260 Additional paid-in capital 2,248,793 Accumulated other comprehensive income (loss) 1,402 Accumulated deficit (1,882,310 ) Total equity (or deficit) 368,145 Total liabilities and equity (or deficit) $ 2,305,365 Debtors' Statements of Operations and Comprehensive Loss Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 (In thousands) Revenues $ 59,429 $ 114,703 Costs of sales: Costs excluding depreciation and amortization (92,303 ) (175,024 ) Depreciation and amortization (22,033 ) (43,274 ) Gross loss (54,907 ) (103,595 ) Operating expenses: Selling, general and administrative (21,259 ) (38,316 ) Depreciation, amortization and accretion 2,471 925 Revisions in estimated ARO cash flows 4,042 4,042 Research and development (740 ) (1,333 ) Operating loss (70,393 ) (138,277 ) Other income 21,234 21,755 Gain on conversion of convertible notes 10,895 10,895 Interest expense (54,967 ) (100,748 ) Reorganization items, net (219,133 ) (219,133 ) Interest income on intercompany loans 198 413 Loss before income taxes and equity earnings (loss) (312,166 ) (425,095 ) Income tax expense (647 ) (644 ) Equity in income (loss) of affiliates 62 (176 ) Net loss and comprehensive loss attributable to Debtors (312,751 ) (425,915 ) Equity in loss of Non-Filing Entities, net of tax (21,818 ) (10,987 ) Net loss attributable to Molycorp stockholders $ (334,569 ) $ (436,902 ) Debtors' Statement of Cash Flows Six months ended June 30, 2015 (In thousands) Cash flows from operating activities: Net loss attributable to Debtors $ (425,915 ) Adjustments to reconcile net loss to net cash from operating activities: Depreciation, amortization and accretion 42,349 Deferred income tax expense 208 Inventory write-downs 59,430 Stock-based compensation 2,599 Equity in results of affiliates 176 PIK interest 6,136 Gain on conversion of convertible notes (10,895 ) Non-cash reorganization items, net 219,133 Revisions in estimated ARO cash flows (4,042 ) Write-off of debt issuance costs 11,563 Other operating adjustments (18,617 ) Net change in operating assets and liabilities (2,376 ) Net cash used in operating activities (120,251 ) Cash flows from investing activities: Capital expenditures (10,861 ) Dividends from Non-Filing Entities 21,329 Other investing activities 4,135 Net cash used in investing activities 14,603 Cash flows from financing activities: Other financing activities (1,620 ) Net cash used in financing activities (1,620 ) Net change in cash and cash equivalents (107,268 ) Cash and cash equivalents at beginning of the period 131,180 Cash and cash equivalents at end of period $ 23,912 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Final DIP Credit Agreement In connection with the Chapter 11 Cases, on July 2, 2015, the Court issued the Interim Order authorizing us to enter into an interim debtor-in-possession financing with Oaktree and borrow up to $22.0 million , less 7% of original issue discount (“OID”) payable in connection with that borrowing. The Interim Order also authorized certain of our subsidiaries in Thailand, Singapore and Hong Kong to enter into guarantees with respect to our obligations under such interim debtor-in-possession financing. On July 20, 2015, subject to the Final Order, we executed the Final DIP Credit Agreement with Oaktree and other lenders to borrow up to $135.4 million (with a blended OID of 4% ), of which $22.0 million (including an OID of 7% ) was already provided to us pursuant to the Interim Order. The additional $113.4 million (including an OID of 3.03% ) was funded into a disbursement account controlled by Wilmington Trust, National Association, as administrative agent and collateral agent (the “Administrative Agent”), on July 24, 2015 upon the entry by the Court of the Final Order authorizing the Final DIP Credit Agreement. These additional funds will be made available to us subject to certain conditions precedent. The scheduled maturity under the Final DIP Credit Agreement is the earlier of (i) the date that all Loans (as defined in the Final DIP Credit Agreement) shall become due and payable in full under the Final DIP Credit Agreement, whether by acceleration or otherwise, and (ii) January 31, 2016. Borrowings under the Final DIP Credit Agreement are subject to a combination of PIK interest that will accrue at an annual rate of 7.00% , and cash interest that will accrue at an annual rate of 7.00% . Any default interest will accrue at an additional 2.00% per year and will be payable in cash. Molycorp Luxembourg Holdings S.à r.l., a company organized and existing under the laws of Luxembourg, MCP Exchangeco Inc., a corporation organized and existing under the laws of British Columbia, Canada and MCP Callco ULC, an unlimited liability company organized and existing under the laws of British Columbia, Canada are guarantors (the “Guarantors”) of the obligations we incurred under the Final DIP Credit Agreement and will have the payment priority specified in the Final Order. The Final DIP Credit Agreement is secured by a lien having the priority set forth in the Final Order on substantially all of Molycorp Inc.'s existing and after acquired assets and those of the Guarantors, and certain limited additional collateral, subject to certain limited exceptions and to the terms and conditions set forth in the Final Order and in the security documentation. In addition, certain of the foreign Non-Filing Entities entered into negative pledges that prohibit such foreign Non-Filing Entities and their respective Subsidiaries (as defined in the Final DIP Credit Agreement) from incurring Indebtedness (as defined in the Final DIP Credit Agreement) or granting Liens (as defined in the Final DIP Credit Agreement), except pursuant to certain limited exceptions set forth in the Final DIP Credit Agreement. The Final DIP Credit Agreement includes covenants that, subject to certain exceptions, limit Molycorp Inc.'s ability, and that of the Guarantors and their subsidiaries to, among other things, (i) make any disbursement not contemplated by the budget (subject to an agreed permitted variance over budget on certain items), (ii) incur additional debt, including guarantees, (iii) make acquisitions, loans or investments, (iv) pay dividends on capital stock, redeem or repurchase capital stock, or pay any subordinated obligations, (v) create liens on its property, (vi) change the nature of their business or their accounting policies, (vii) dispose of assets, (viii) amend or terminate certain material agreements, (ix) engage in transactions with affiliates, (x) engage in sale and leaseback transactions, or (xi) consolidate or merge with or into other companies or sell all or substantially all their assets. The Final DIP Credit Agreement also contains customary events of default, the occurrence of which could result in the acceleration of our obligation to repay the outstanding indebtedness under the Final DIP Credit Agreement, and requires we satisfy, among others, the following milestones: • the Debtors shall prepare and submit to the Administrative Agent a LOP, in form and substance acceptable to the Requisite Lenders (as defined in the Final DIP Credit Agreement) in their reasonable discretion, to operate the Mountain Pass Facility (as defined in the DIP Credit Agreement) on a limited basis in a manner acceptable to the Requisite Lenders in their reasonable discretion by no later than August 20, 2015; • the Debtors shall begin implementing the LOP as soon as practicable, but no later than September 1, 2015, with such extensions as agreed to by the Requisite Lenders in order to comply with applicable laws; • the Debtors shall complete the implementation of the LOP by October 20, 2015. We have taken initial steps to limit operations at Mountain Pass. Upon the occurrence of an event of default, the Debtors shall promptly (i) conduct a sale, pursuant to section 363 of the Bankruptcy Code, of assets of the Debtors, to ensure that the proceeds of such sale will (in the Debtors’ good faith belief) be sufficient to allow for the repayment of all Obligations (as defined in the Final DIP Credit Agreement) in full in cash, which may be accomplished by one or a series of transactions to a single or multiple purchasers, and (ii) file and diligently prosecute a motion (in consultation with the Requisite Lenders) seeking approval of procedures and a form of purchase agreement in connection with such sale, pursuant to the terms and subject to the conditions set forth in the Final DIP Credit Agreement. After considering the terms and conditions set forth in the Final DIP Credit Agreement, due to a reduction in the anticipated performance of the Mountain Pass operations, particularly in anticipation of the implementation of the LOP, a significant portion of our fixed assets may be materially impaired. Only after the finalization and adoption of the LOP will we be in a position to assess the value and any related impairment of the Mountain Pass assets. We expect to file an amendment to this Report upon completion of measuring and recording the impairment of our fixed assets. Explosion at the port of Tianjin, China On August 12, 2015, there was an explosion at the port in Tianjin, China. Our Magnetic Materials and Alloys segment operates a facility in Tianjin. While that facility was unaffected by the explosion, our ability to import feedstock material and export finished goods may be adversely affected, depending on the nature and extent of the damages suffered by the port. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The accompanying unaudited and not reviewed condensed consolidated financial statements (Debtor-in-Possession), which we refer to as condensed consolidated financial statements, have been prepared in accordance with GAAP for interim financial information and Regulation S-X promulgated under the Exchange Act, and reflect all adjustments that are normal and recurring in nature, which, in the opinion of management, are necessary for the fair presentation of our financial position, results of operations and cash flows at June 30, 2015 , and for all periods presented, except for measuring and recording the impairment of the Mountain Pass assets. Only after the finalization and adoption of the LOP, as defined below, will we be in a position to assess the value and the related impairment of the Mountain Pass assets. In addition, the accompanying unaudited and not reviewed condensed consolidated financial statements have been prepared following the same significant accounting policies and procedures used in the preparation of the audited financial statements included in our most recent Annual Report on Form 10-K. While the December 31, 2014 balance sheet information was derived from our audited financial statements, for interim periods, GAAP and Regulation S-X do not require all information and related disclosures that are required in the annual financial statements and, as a result, all disclosures required by GAAP and Regulation S-X for annual financial statements have not been included in this report. Therefore, the accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes for the year ended December 31, 2014 included in our Annual Report on Form 10-K filed with the SEC on March 16, 2015. The results of operations for the interim periods are not necessarily indicative of the results for the entire fiscal year. |
Going Concern | Going Concern The circumstances outlined below indicate the existence of a material uncertainty that casts substantial doubt as to our ability to meet our business plan and our obligations as they come due and, accordingly, the appropriateness of the use of the accounting principles applicable to a going concern. As a result of continuing softness in the prices for our products, as well as inconsistent or depressed demand for certain of our products and the delayed ramp-up of operations at Mountain Pass, we have incurred, and continue to incur, significant operating losses that have limited our ability to meet our financial obligations. While certain of our business units currently generate positive cash flow from operations, we have not yet achieved break-even cash flow from operations (excluding interest) on a consolidated basis. On June 25, 2015 (the "Petition Date"), Molycorp, Inc., together with certain of our subsidiaries, filed voluntary petitions for reorganization under chapter 11 (the "Chapter 11 Cases") of title 11 of the United States Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the District of Delaware (the "Court"). The filing of the Chapter 11 Cases constitutes an event of default that accelerated several of our debt obligations. Please refer to Item 3 of Part II in this Report for more information on the default upon our significant debt securities. In addition, on June 25, 2015, we received a notice from the New York Stock Exchange ("NYSE"), advising us that, in light of the filing of the Chapter 11 Cases, trading of our common stock on the NYSE was no longer in compliance with its listing requirements and, on July 25, 2015, our common stock was officially delisted from the NYSE. Our common stock began trading on over-the-counter markets under the symbol MCPIQ on June 26, 2015. Please refer to Note 2 of this Report for more information on the Chapter 11 Cases. Our ability to continue as a going concern is contingent upon, among other factors, our ability to develop a reorganization plan acceptable to our creditors, the Court’s confirmation of our reorganization plan, our ability to successfully implement such a reorganization plan, and our ability to comply with the covenants contained in the Secured Superpriority Debtor-In-Possession Credit Agreement approved by the Court on July 24, 2015 (the "Final DIP Credit Agreement"), which we are disclosing as a subsequent event in Note 18 of this Report. While we operate as a debtor-in-possession under Chapter 11, and upon approval of the Court, we may sell or liquidate assets and settle liabilities for amounts that differ from those reported in the accompanying condensed consolidated financial statements. In addition, the amount of our cash requirements during the bankruptcy proceedings will be dependent on, among other things, (i) the accuracy of our cost estimates for capital expenditures, (ii) our ability to develop and implement a limited operations plan for Mountain Pass that is acceptable to our creditors, pursuant to the Final DIP Credit Agreement (the "Limited Operations Plan" or "LOP"), (iii) stable or improved market conditions, (iv) our ability to sell any production of rare earths and other products manufactured pursuant to the LOP to external customers and our downstream facilities, (v) our ability to repatriate cash generated from our global operations, and (vi) the absence of payments on current and future contingent liabilities. The accompanying unaudited condensed consolidated financial statements do not reflect any adjustments pertaining to the recoverability and classification of assets or the amount and classification of liabilities or any other adjustments that would be necessary if we were unable to continue as a going concern or were unable to implement a reorganization plan that would allow us to achieve a more sustainable capital structure. A plan of reorganization, if and when approved by the Court, could materially change the amounts and classifications of assets and liabilities reported in the accompanying unaudited consolidated financial statements. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In April 2015, the FASB issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs , which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. The guidance in the new standard is limited to the presentation of debt issuance costs. The standard does not affect the recognition and measurement of debt issuance costs. Prior to the issuance of the standard, debt issuance costs were required to be presented in the balance sheet as a deferred charge (i.e., an asset). For public entities, the standard is effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption is permitted for financial statements that have not been previously issued. The new guidance will be applied on a retrospective basis. We intend to adopt ASU 2015-03 in our financial statements for the annual period beginning on January 1, 2016. As of June 30, 2015 , as a result of the Chapter 11 Cases, we no longer had deferred charges related to debt issuance costs in our condensed consolidated balance sheet. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The core principle of this new 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. To achieve that core principle, an entity should apply the following steps: Step 1: Identify the contract with a customer. Step 2: Identify the performance obligations in the contract. Step 3: Determine the transaction price. Step 4: Allocate the transaction price to the performance obligations in the contract. Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation. The new guidance also specifies the accounting for some costs to obtain or fulfill a contract with a customer. An entity will be required to disclose sufficient qualitative and quantitative information to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. At issuance, the ASU 2014-09 was effective starting in 2017 for calendar-year public entities, and interim periods within that year. On August 12, 2015, the FASB issued the ASU 2015-14, which defers the adoption of ASU 2014-09 to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. An entity should apply ASU 2014-09 using one of the following two methods: 1. Retrospectively to each prior reporting period presented. 2. Retrospectively with the cumulative effect of initially applying this update recognized at the date of initial application. If an entity elects this transition method, it also should provide the additional disclosures in reporting periods that include the date of initial application of: i. The amount by which each financial statement line item is affected in the current reporting period by the application of this update as compared to the guidance that was in effect before the change. ii. An explanation of the reasons for significant changes. We intend to adopt ASU 2014-09 in our financial statements for the annual period beginning on January 1, 2018. The extent of the impact of adoption of the standard has not yet been determined. |
Reorganization Proceedings (Tab
Reorganization Proceedings (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Reorganizations [Abstract] | |
Liabilities Subject to Compromise, Schedule of Payables | . The following table presents the pre-petition LSTC of the Debtors as of June 30, 2015: June 30, (In thousands) Trade accounts payable $ 16,485 Debt (Note 6) 1,764,380 Interest payable 52,001 Other accounts payable 465 $ 1,833,331 |
Schedule of Reorganization Items | . The following table presents the reorganization items incurred after the Petition Date: Three and Six Months Ended June 30, 2015 (In thousands) Legal and other professional fees $ (1,849 ) Adjustments to the carrying amount of debt (97,306 ) Write-off of deferred financing costs (13,769 ) Gain on fair value adjustment of Springing Maturity derivative (Note 14) 8,008 Early Payment Premium on Term Loans (48,253 ) Incremental Stipulated Loss Value on Equipment Financing (65,964 ) $ (219,133 ) |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of segment information | Three months ended June 30, 2015 Resources Chemicals and Oxides Magnetic Materials and Alloys Rare Metals Corporate and other (a) Eliminations(b) Total Molycorp, Inc. (In thousands) Revenues: External $ 1,780 $ 38,989 $ 49,273 $ 23,800 $ — $ 113,842 Inter-segment 13,531 6,967 1,202 — (21,700 ) — Total revenues $ 15,311 $ 45,956 $ 50,475 $ 23,800 $ (21,700 ) $ 113,842 OIBDA $ (35,457 ) $ 5,344 $ 8,113 $ 1,783 Depreciation, amortization and accretion (18,730 ) (2,313 ) (4,165 ) (2,218 ) Operating (loss) income $ (54,187 ) $ 3,031 $ 3,948 $ (435 ) $ (16,216 ) $ (1,150 ) $ (65,009 ) Other expense (3,017 ) Gain on conversion of convertible notes 10,895 Interest expense (54,869 ) Reorganization items, net (219,133 ) Loss before income taxes and equity earnings $ (331,133 ) Six months ended June 30, 2015 Resources Chemicals and Oxides Magnetic Materials and Alloys Rare Metals Corporate and other (a) Eliminations(b) Total Molycorp, Inc. (In thousands) Revenues: External $ 4,294 $ 76,278 $ 99,780 $ 39,914 $ — $ 220,266 Inter-segment 21,846 12,476 2,818 15 (37,155 ) — Total revenues $ 26,140 $ 88,754 $ 102,598 $ 39,929 $ (37,155 ) $ 220,266 OIBDA $ (70,305 ) $ 11,081 $ 20,359 $ 3,379 Depreciation, amortization and accretion (40,684 ) (4,596 ) (8,320 ) (4,625 ) Operating (loss) income $ (110,989 ) $ 6,485 $ 12,039 $ (1,246 ) $ (28,294 ) $ 2,095 $ (119,910 ) Other expense (894 ) Gain on conversion of convertible notes 10,895 Interest expense (101,169 ) Reorganization items, net (219,133 ) Loss before income taxes and equity earnings $ (430,211 ) Three months ended June 30, 2014 Resources Chemicals and Oxides Magnetic Materials and Alloys Rare Metals Corporate and other (a) Eliminations(b) Total Molycorp, Inc. (In thousands) Revenues: External $ 2,331 $ 45,437 $ 53,195 $ 15,944 $ — $ 116,907 Inter-segment 7,706 3,195 1,165 — (12,066 ) — Total revenues $ 10,037 $ 48,632 $ 54,360 $ 15,944 $ (12,066 ) $ 116,907 OIBDA $ (30,298 ) $ 4,836 $ 11,812 $ 740 Depreciation, amortization and accretion (17,009 ) (3,908 ) (4,261 ) (2,101 ) Operating (loss) income $ (47,307 ) $ 928 $ 7,551 $ (1,361 ) $ (9,083 ) $ 537 $ (48,735 ) Other income 296 Interest expense (41,285 ) Loss before income taxes and equity earnings $ (89,724 ) Six months ended June 30, 2014 Resources Chemicals and Oxides Magnetic Materials and Alloys Rare Metals Corporate and other (a) Eliminations(b) Total Molycorp, Inc. (In thousands) Revenues: External $ 5,442 $ 85,707 $ 107,915 $ 36,368 $ — $ 235,432 Inter-segment 20,159 9,481 2,383 — (32,023 ) — Total revenues $ 25,601 $ 95,188 $ 110,298 $ 36,368 $ (32,023 ) $ 235,432 OIBDA $ (66,742 ) $ 8,136 $ 25,489 $ 671 Depreciation, amortization and accretion (30,101 ) (7,781 ) (8,498 ) (4,194 ) Operating (loss) income $ (96,843 ) $ 355 $ 16,991 $ (3,523 ) $ (16,196 ) $ (537 ) $ (99,753 ) Other income 770 Interest expense (76,925 ) Loss before income taxes and equity earnings $ (175,908 ) a. Includes business development costs, personnel costs, stock-based compensation, accounting and legal fees, occupancy expense, information technology costs and interest expense. b. Consists of inter-segment sales and gross profits eliminations as well as eliminations of lower of cost or market adjustments related to inter-segment inventory. |
Inventory (Tables)
Inventory (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory | At June 30, 2015 and December 31, 2014 , our inventory consisted of the following: June 30, December 31, (In thousands) Current: Raw materials $ 48,692 $ 47,796 Work in process 26,502 24,901 Finished goods 67,025 67,795 Materials and supplies 29,089 28,831 Total current $ 171,308 $ 169,323 Long-term: Raw materials $ 24,321 $ 25,127 Total long-term $ 24,321 $ 25,127 |
Schedule of charges to cost of sales based on normal production levels and write-down of inventory | The following table presents charges to costs of sales related to our assessment of normal production levels and write-downs of inventory: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (In thousands) Abnormal production costs expensed (a) $ 18,289 $ 17,562 $ 46,790 $ 42,546 Write-down to the lower of cost or market (b) 33,063 19,359 61,931 35,520 Write-downs of stockpile inventory (c) — 132 — 1,342 $ 51,352 $ 37,053 $ 108,721 $ 79,408 (a) Relates to production costs that would have been inventoriable had we been operating at normal production levels. In all periods presented, the majority of these production costs related to the Resources segment. (b) Due to the decline in some rare earths prices and low inventory turnover. (c) Adjustments of the estimated REO content in the stockpile at the Resources segment. |
Property, Plant and Equipment29
Property, Plant and Equipment, net (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | At June 30, 2015 and December 31, 2014 , our property, plant and equipment consisted of the following: June 30, December 31, (In thousands) Land $ 13,507 $ 13,121 Land improvements 308,090 305,119 Buildings and improvements 811,198 811,418 Plant and equipment 711,650 623,453 Vehicles 3,084 2,884 Computer software 12,637 12,268 Furniture and fixtures 1,043 1,039 Construction in progress (a) 16,623 80,699 Natural gas delivery facility under capital lease 15,658 15,658 Mining equipment under capital lease 10,982 10,982 Mineral properties 24,539 23,669 Property, plant and equipment at cost 1,929,011 1,900,310 Less accumulated depreciation (253,453 ) (192,340 ) Property, plant and equipment, net $ 1,675,558 $ 1,707,970 (a) Primarily related to expenditures at the Mountain Pass facility. |
Debt and Capital Lease Obliga30
Debt and Capital Lease Obligations (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The following table provides a summary of our debt and capital lease obligations, and the Debtors' obligations subject to compromise as of June 30, 2015 : June 30, 2015 December 31, 2014 Current Non-Current Current Non-Current (In thousands) Debt not subject to compromise: 3.25% Convertible Notes, net of discount, due June 2016 — — — 193,549 6.00% Convertible Notes, net of discount, due September 2017 — — — 335,969 5.00% Debentures, net of discount, due December 2017 — — — 2,075 5.50% Convertible Notes, net of discount, due February 2018 — — — 143,581 10% Senior Secured Notes, net of discount, due June 2020 — — — 638,899 12.00% Term Loans, due September 2019 — — — 98,812 12.00% Equipment Financing, due September 2019 — — — 127,594 Bank loans due November 2015 - June 2017 10,842 64 9,326 91 Capital lease obligations 3,399 17,466 3,234 19,211 14,241 17,530 12,560 1,559,781 Debt subject to compromise: 3.25% Convertible Notes due June 2016 206,505 — — — 6.00% Convertible Notes due September 2017 382,986 — — — 5.00% Debentures due December 2017 1,745 — — — 5.50% Convertible Notes due February 2018 148,939 — — — 10% Senior Secured Notes due June 2020 650,000 — — — 12.00% Term Loans, due September 2019 162,857 — — — 12.00% Equipment Financing, due September 2019 211,348 — — — 1,764,380 — — — |
Schedule of Maturities of Long-term Debt | Scheduled minimum debt repayments, including interest and excluding capital lease obligations, were as follows at June 30, 2015 : Debt maturities, including PIK interest and excluding capital leases (In thousands) Remainder of 2015 $ 1,769,976 2016 5,269 2017 28 2018 — 2019 — Thereafter — Total $ 1,775,273 |
Reconciliation of Principal to Net Carrying Amount of Long-term Debt | The following table presents a reconciliation of the principal amount to the net carrying value of the Term Loans and the Equipment Financing: 12.00% Term Loans 12.00% Equipment Financing June 30, (In thousands) Principal amount $ 114,604 $ 145,384 Early Payment Premium on Term Loans 48,253 — Incremental Stipulated Loss Value on Equipment Financing — 65,964 Unamortized debt discount (11,304 ) (12,647 ) Adjustment for estimate of allowed claims and write-off of discounts 11,304 12,647 Net carrying amount $ 162,857 $ 211,348 12.00% Term Loans 12.00% Equipment Financing December 31, (In thousands) Principal amount $ 111,858 $ 141,993 Unamortized debt discount (13,046 ) (14,399 ) Net carrying amount $ 98,812 $ 127,594 |
Schedule of Interest Expense | The following table shows the interest expense recorded in the interim periods presented in this Report on the Term Loans and the Equipment Financing: Recorded Interest 12.00% Term Loans 12.00% Equipment Financing 12.00% Term Loans 12.00% Equipment Financing Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 (In thousands) Cash interest $ 2,224 $ 2,373 $ 4,556 $ 4,857 PIK interest 1,336 1,695 2,746 3,390 Accretion of discount and amortization of issuance costs 1,144 1,314 2,390 2,743 $ 4,704 $ 5,382 $ 9,692 $ 10,990 The contractual interest expense that would have been accrued on the Term Loans and the Equipment Financing if they were not subject to compromise is as follows: Contractual Interest 12.00% Term Loans 12.00% Equipment Financing 12.00% Term Loans 12.00% Equipment Financing Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 (In thousands) Cash interest $ 2,004 $ 2,542 $ 3,962 $ 5,026 PIK interest 1,432 1,816 2,830 3,590 $ 3,436 $ 4,358 $ 6,792 $ 8,616 The following table shows the interest expense recorded in the interim periods presented in this Report for each of our Convertible Notes and our 5% Debentures: Recorded Interest Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (In thousands) 3.25% Convertible Notes $ 3,325 $ 4,070 $ 6,882 $ 8,128 6.00% Convertible Notes 9,218 10,275 18,906 20,425 5.50% Convertible Notes 3,225 3,676 6,657 7,335 10% Senior Secured Notes 15,636 16,645 32,384 33,284 5% Debentures 22 27 44 54 $ 31,426 $ 34,693 $ 64,873 $ 69,226 The contractual interest expense that would have been accrued if our debt was not subject to compromise is as follows: Contractual Interest Three Months Ended June 30, Six Months Ended June 30, 2015 (In thousands) 3.25% Convertible Notes $ 1,678 $ 3,356 6.00% Convertible Notes 5,745 11,490 5.50% Convertible Notes 2,221 4,441 10% Senior Secured Notes 16,250 32,500 5% Debentures 22 44 $ 25,916 $ 51,831 |
Schedule of Long-term Convertible Debt | The following table presents a reconciliation of the principal to the net carrying amount for each of our Convertible Notes, 10% Senior Secured Notes and our 5% Debentures. The debt balances as of June 30, 2015 reflect the amounts that are probable of becoming allowed claims: At June 30, 2015 3.25% Convertible Notes 6.00% Convertible Notes 5.50% Convertible Notes 10% Senior Secured Notes 5% Debentures (In thousands) Principal amount $ 206,505 $ 382,986 $ 148,939 $ 650,000 $ 1,745 Unamortized debt discount (9,330 ) (39,335 ) (14,284 ) (10,338 ) — Adjustment for estimate of allowed claims and write-off of discounts 9,330 39,335 14,284 10,338 — Net carrying amount $ 206,505 $ 382,986 $ 148,939 $ 650,000 $ 1,745 At December 31, 2014 3.25% Convertible Notes 6.00% Convertible Notes 5.50% Convertible Notes 10% Senior Secured Notes 5% Debentures (In thousands) Principal amount $ 206,505 $ 383,000 $ 161,500 $ 650,000 $ 2,075 Unamortized debt discount (12,956 ) (47,031 ) (17,919 ) (11,101 ) — Net carrying amount $ 193,549 $ 335,969 $ 143,581 $ 638,899 $ 2,075 |
Schedule of Future Minimum Lease Payments for Capital Leases | At June 30, 2015 , total future minimum payments on our capital leases were as follows: Capital Leases (In thousands) Remainder of 2015 $ 4,138 2016 8,279 2017 7,162 2018 5,772 2019 5,490 Thereafter 12,706 Total $ 43,547 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table provides the changes in accumulated other comprehensive income (loss) (“AOCI”) for the six-month periods ended June 30, 2015 and 2014: Foreign currency translation adjustments Postretirement benefit liability Accumulated other comprehensive loss (In thousands) Balance at December 31, 2014 $ (2,339 ) $ (984 ) $ (3,323 ) Change in other comprehensive loss before reclassifications 4,725 — 4,725 Net income (loss) reclassified from AOCI — — — Balance at June 30, 2015 $ 2,386 $ (984 ) $ 1,402 Foreign currency translation adjustments Postretirement benefit liability Accumulated other comprehensive loss (In thousands) Balance at December 31, 2013 $ (6,638 ) $ 187 $ (6,451 ) Change in other comprehensive loss before reclassifications (961 ) — (961 ) Net income (loss) reclassified from AOCI — — — Balance at June 30, 2014 $ (7,599 ) $ 187 $ (7,412 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum rental payments for operating leases | Remaining annual minimum payments under these leases at June 30, 2015 were as follows (which amounts may be subject to change if the leases or contracts are rejected pursuant to Section 365 of the Bankruptcy Code): Total Less Than 1 - 3 Years 4 - 5 Years More Than (In thousands) Operating lease obligations $ 7,596 $ 2,476 $ 3,814 $ 649 $ 657 |
Schedule of future payments | Future payments for all purchase commitments at June 30, 2015 were as follows (which amounts may be subject to change if the contracts are rejected pursuant to Section 365 of the Bankruptcy Code): Total Less Than 1 Year 1 - 3 Years 4 - 5 Years More Than 5 Years (In thousands) Purchase obligations and other commitments $ 3,551 $ 3,551 $ — $ — $ — |
Net Change in Operating Asset33
Net Change in Operating Assets and Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Net Change in Operating Assets and Liabilities | |
Schedule of changes in operating assets and liabilities, net of the effects of acquisitions and dispositions | Net change in operating assets and liabilities, net of the effects of acquisitions and dispositions, consisted of the following for the six months ended June 30, 2015 and 2014 : Six Months Ended June 30, 2015 2014 (In thousands) Decrease (increase) in operating assets: Trade accounts receivable $ (4,690 ) $ 14,708 Inventory (64,063 ) (48,213 ) Prepaid expenses and other current assets (11,437 ) (5,764 ) Increase (decrease) in operating liabilities: Trade accounts payable 39 (6,070 ) Income tax payable 619 684 Interest payable 49,228 15,552 Asset retirement obligation (319 ) (1,196 ) Accrued expenses (7,176 ) (1,614 ) $ (37,799 ) $ (31,913 ) |
Fair Value of Financial Instr34
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Measurements on a Recurring Basis | Our assets and liabilities measured at fair value on a recurring basis were as follows at June 30, 2015 and December 31, 2014: June 30, 2015 Quoted Prices in Active Markets for Identical Assets/Liabilities Significant Other Observable Inputs Significant Unobservable Inputs (Level 1) (Level 2) (Level 3) (In thousands) Assets Cash equivalents $ 1,966 — — Liabilities Derivative liabilities: Share Purchase Agreement — — $ 6,631 December 31, 2014 Quoted Prices in Active Markets for Identical Assets/Liabilities Significant Other Observable Inputs Significant Unobservable Inputs (Level 1) (Level 2) (Level 3) (In thousands) Assets Cash equivalents $ 57,309 — — Liabilities Derivative liabilities: Springing Maturity on Term Loans — — $ 7,292 Strike Warrants — — 1,769 Share Purchase Agreement — — 6,165 |
Fair Value, by Balance Sheet Grouping | The following table presents the fair value of publicly traded financial liabilities we report at their carrying amount: June 30, 2015 December 31, 2014 Carrying Amount Fair Value Carrying Amount Fair Value (In thousands) 3.25% Convertible Notes due June 2016 $ 206,505 $ 5,163 $ 193,549 $ 88,281 6.00% Convertible Notes due September 2017 382,986 9,575 335,969 107,240 5.50% Convertible Notes due February 2018 148,939 4,403 143,581 46,028 10% Senior Notes due June 2020 650,000 175,500 638,899 357,500 Total long-term debt $ 1,388,430 $ 194,641 $ 1,311,998 $ 599,049 |
Subsidiary Guarantor Financia35
Subsidiary Guarantor Financial Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Condensed Balance Sheet | June 30, 2015 (In thousands) Condensed Consolidating Balance Sheets Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Cash and cash equivalents $ 181 $ 2,688 $ 73,907 $ — $ 76,776 Trade accounts receivable, net — 1,817 47,447 — 49,264 Inventory — 38,282 133,026 — 171,308 Prepaid expenses and other current assets 2,388 11,688 23,739 — 37,815 Total current assets 2,569 54,475 278,119 — 335,163 Deposits 1,757 29,491 — — 31,248 Property, plant and equipment, net — 1,546,996 128,562 — 1,675,558 Inventory — 24,321 — — 24,321 Intangible assets, net — 344 207,273 — 207,617 Investments — — 7,852 — 7,852 Goodwill — — 102,808 — 102,808 Investments in consolidated subsidiaries — 85,087 — (85,087 ) — Intercompany accounts receivable 1,950,859 46,935 155,326 (2,153,120 ) — Other non-current assets — 625 2,452 — 3,077 Total assets $ 1,955,185 $ 1,788,274 $ 882,392 $ (2,238,207 ) $ 2,387,644 Trade accounts payable $ — $ 2,016 $ 22,825 $ — $ 24,841 Accrued expenses 1,848 10,746 15,950 — 28,544 Interest payable — — 5 — 5 Debt and capital lease obligations — 3,399 10,842 — 14,241 Other current liabilities — 3,331 4,953 — 8,284 Total current liabilities 1,848 19,492 54,575 — 75,915 Liabilities subject to compromise 1,585,174 2,489,763 817,249 (3,058,855 ) 1,833,331 Asset retirement obligation — 10,977 — — 10,977 Deferred tax liabilities — — 62,477 — 62,477 Debt and capital lease obligations — 17,466 64 — 17,530 Intercompany accounts payable 17 26,007 37,033 (63,057 ) — Other non-current liabilities — 1,423 10,341 — 11,764 Total liabilities $ 1,587,039 $ 2,565,128 $ 981,739 $ (3,121,912 ) $ 2,011,994 Stockholders’ equity: Common stock 260 — — — 260 Additional paid-in capital 2,248,794 132,335 534,440 (666,775 ) 2,248,794 Accumulated other comprehensive loss 1,402 — 1,402 (1,402 ) 1,402 Accumulated deficit (1,882,310 ) (909,189 ) (642,693 ) 1,551,882 (1,882,310 ) Total Molycorp stockholders’ equity 368,146 (776,854 ) (106,851 ) 883,705 368,146 Noncontrolling interests — — 7,504 — 7,504 Total stockholders’ equity 368,146 (776,854 ) (99,347 ) 883,705 375,650 Total liabilities and stockholders’ equity $ 1,955,185 $ 1,788,274 $ 882,392 $ (2,238,207 ) $ 2,387,644 December 31, 2014 (In thousands) Condensed Consolidating Balance Sheets Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Cash and cash equivalents $ 98,650 $ 5,329 $ 107,706 $ — $ 211,685 Trade accounts receivable, net — 1,924 42,651 — 44,575 Inventory — 36,956 132,367 — 169,323 Prepaid expenses and other current assets — 9,673 19,659 — 29,332 Total current assets 98,650 53,882 302,383 — 454,915 Deposits 1,756 29,322 — — 31,078 Property, plant and equipment, net — 1,575,670 132,300 — 1,707,970 Inventory — 25,127 — — 25,127 Intangible assets, net — 377 215,494 — 215,871 Investments — 785 8,016 — 8,801 Goodwill — — 102,808 — 102,808 Investments in consolidated subsidiaries — 91,672 — (91,672 ) — Intercompany accounts receivable 2,063,568 — — (2,063,568 ) — Other non-current assets 16,421 7,792 5,203 — 29,416 Total assets $ 2,180,395 $ 1,784,627 $ 766,204 $ (2,155,240 ) $ 2,575,986 Trade accounts payable $ — $ 14,641 $ 26,201 $ — $ 40,842 Accrued expenses 1 15,705 17,960 — 33,666 Interest payable 17,323 551 426 — 18,300 Debt and capital lease obligations — 3,234 9,326 — 12,560 Other current liabilities — 263 4,423 — 4,686 Total current liabilities 17,324 34,394 58,336 — 110,054 Asset retirement obligation — 17,799 — — 17,799 Deferred tax liabilities — — 63,802 — 63,802 Debt and capital lease obligations 1,357,003 146,805 55,973 — 1,559,781 Intercompany accounts payable — 2,134,041 658,986 (2,793,027 ) — Other non-current liabilities 9,061 1,424 9,762 — 20,247 Total liabilities $ 1,383,388 $ 2,334,463 $ 846,859 $ (2,793,027 ) $ 1,771,683 Stockholders’ equity: Common stock 260 — — — 260 Additional paid-in capital 2,245,478 132,335 534,440 (666,775 ) 2,245,478 Accumulated other comprehensive loss (3,323 ) — (3,323 ) 3,323 (3,323 ) Accumulated deficit (1,445,408 ) (682,171 ) (619,068 ) 1,301,239 (1,445,408 ) Total Molycorp stockholders’ equity 797,007 (549,836 ) (87,951 ) 637,787 797,007 Noncontrolling interests — — 7,296 — 7,296 Total stockholders’ equity 797,007 (549,836 ) (80,655 ) 637,787 804,303 Total liabilities and stockholders’ equity $ 2,180,395 $ 1,784,627 $ 766,204 $ (2,155,240 ) $ 2,575,986 Three Months Ended June 30, 2015 (In thousands) Condensed Consolidating Statements of Operations and Comprehensive Income Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Revenues $ — $ 17,714 $ 109,827 $ (13,699 ) $ 113,842 Costs of sales: Costs excluding depreciation and amortization — (55,976 ) (83,397 ) 13,699 (125,674 ) Depreciation and amortization — (21,919 ) (3,949 ) — (25,868 ) Gross (loss) profit — (60,181 ) 22,481 — (37,700 ) Operating expenses: Selling, general and administrative (9,328 ) (7,376 ) (9,549 ) — (26,253 ) Depreciation, amortization and accretion — 3,104 (4,718 ) — (1,614 ) Revisions in estimated ARO cash flows — 4,042 — — 4,042 Research and development — (123 ) (3,361 ) — (3,484 ) Operating (loss) income (9,328 ) (60,534 ) 4,853 — (65,009 ) Other income (expense) 5,835 4 (8,856 ) — (3,017 ) Gain on conversion of convertible notes 10,895 — — — 10,895 Interest expense (45,772 ) (9,566 ) 469 — (54,869 ) Reorganization items, net (99,174 ) (84,883 ) (35,076 ) — (219,133 ) Interest income (expense) from intercompany notes 8,605 (665 ) (7,940 ) — — Equity loss from consolidated subsidiaries (205,630 ) (5,311 ) — 210,941 — Loss before income taxes and equity earnings (334,569 ) (160,955 ) (46,550 ) 210,941 (331,133 ) Income tax expense — (3 ) (3,349 ) — (3,352 ) Equity in income of affiliates — — 59 — 59 Net loss (334,569 ) (160,958 ) (49,840 ) 210,941 (334,426 ) Net income attributable to noncontrolling interest — — 143 — 143 Net loss attributable to Molycorp stockholders $ (334,569 ) $ (160,958 ) $ (49,983 ) $ 210,941 $ (334,569 ) Net loss $ (334,569 ) $ (160,958 ) $ (49,840 ) $ 210,941 $ (334,426 ) Other comprehensive loss: Foreign currency translation adjustments — — (64 ) — (64 ) Comprehensive loss $ (334,569 ) $ (160,958 ) $ (49,904 ) $ 210,941 $ (334,490 ) Comprehensive (loss) income attributable to: Molycorp stockholders (334,569 ) (160,958 ) (50,047 ) 210,941 (334,633 ) Noncontrolling interest — — 143 — 143 $ (334,569 ) $ (160,958 ) $ (49,904 ) $ 210,941 $ (334,490 ) |
Schedule of Condensed Income Statement and Comprehensive Income | Three Months Ended June 30, 2015 (In thousands) Condensed Consolidating Statements of Operations and Comprehensive Income Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Revenues $ — $ 17,714 $ 109,827 $ (13,699 ) $ 113,842 Costs of sales: Costs excluding depreciation and amortization — (55,976 ) (83,397 ) 13,699 (125,674 ) Depreciation and amortization — (21,919 ) (3,949 ) — (25,868 ) Gross (loss) profit — (60,181 ) 22,481 — (37,700 ) Operating expenses: Selling, general and administrative (9,328 ) (7,376 ) (9,549 ) — (26,253 ) Depreciation, amortization and accretion — 3,104 (4,718 ) — (1,614 ) Revisions in estimated ARO cash flows — 4,042 — — 4,042 Research and development — (123 ) (3,361 ) — (3,484 ) Operating (loss) income (9,328 ) (60,534 ) 4,853 — (65,009 ) Other income (expense) 5,835 4 (8,856 ) — (3,017 ) Gain on conversion of convertible notes 10,895 — — — 10,895 Interest expense (45,772 ) (9,566 ) 469 — (54,869 ) Reorganization items, net (99,174 ) (84,883 ) (35,076 ) — (219,133 ) Interest income (expense) from intercompany notes 8,605 (665 ) (7,940 ) — — Equity loss from consolidated subsidiaries (205,630 ) (5,311 ) — 210,941 — Loss before income taxes and equity earnings (334,569 ) (160,955 ) (46,550 ) 210,941 (331,133 ) Income tax expense — (3 ) (3,349 ) — (3,352 ) Equity in income of affiliates — — 59 — 59 Net loss (334,569 ) (160,958 ) (49,840 ) 210,941 (334,426 ) Net income attributable to noncontrolling interest — — 143 — 143 Net loss attributable to Molycorp stockholders $ (334,569 ) $ (160,958 ) $ (49,983 ) $ 210,941 $ (334,569 ) Net loss $ (334,569 ) $ (160,958 ) $ (49,840 ) $ 210,941 $ (334,426 ) Other comprehensive loss: Foreign currency translation adjustments — — (64 ) — (64 ) Comprehensive loss $ (334,569 ) $ (160,958 ) $ (49,904 ) $ 210,941 $ (334,490 ) Comprehensive (loss) income attributable to: Molycorp stockholders (334,569 ) (160,958 ) (50,047 ) 210,941 (334,633 ) Noncontrolling interest — — 143 — 143 $ (334,569 ) $ (160,958 ) $ (49,904 ) $ 210,941 $ (334,490 ) Six Months Ended June 30, 2015 (In thousands) Condensed Consolidating Statements of Operations and Comprehensive Income Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Revenues $ — $ 30,222 $ 212,304 $ (22,260 ) $ 220,266 Costs of sales: Costs excluding depreciation and amortization — (98,457 ) (155,352 ) 22,260 (231,549 ) Depreciation and amortization — (43,046 ) (8,102 ) — (51,148 ) Gross (loss) profit — (111,281 ) 48,850 — (62,431 ) Operating expenses: Selling, general and administrative (13,323 ) (15,604 ) (18,783 ) — (47,710 ) Depreciation, amortization and accretion — 2,191 (9,377 ) — (7,186 ) Revisions in estimated ARO cash flows — 4,042 — — 4,042 Research and development — (262 ) (6,363 ) — (6,625 ) Operating (loss) income (13,323 ) (120,914 ) 14,327 — (119,910 ) Other (expense) income (26,007 ) (104 ) 25,217 — (894 ) Gain on conversion of convertible notes 10,895 — — — 10,895 Interest expense (82,608 ) (13,248 ) (5,313 ) — (101,169 ) Reorganization items, net (99,174 ) (84,883 ) (35,076 ) — (219,133 ) Interest income (expense) from intercompany notes 17,372 (1,276 ) (16,096 ) — — Equity loss from consolidated subsidiaries (244,057 ) (6,586 ) — 250,643 — Loss before income taxes and equity earnings (436,902 ) (227,011 ) (16,941 ) 250,643 (430,211 ) Income tax expense — (7 ) (6,313 ) — (6,320 ) Equity in loss of affiliates — — (164 ) — (164 ) Net loss (436,902 ) (227,018 ) (23,418 ) 250,643 (436,695 ) Net income attributable to noncontrolling interest — — 207 — 207 Net loss attributable to Molycorp stockholders $ (436,902 ) $ (227,018 ) $ (23,625 ) $ 250,643 $ (436,902 ) Net loss $ (436,902 ) $ (227,018 ) $ (23,418 ) $ 250,643 $ (436,695 ) Other comprehensive loss: Foreign currency translation adjustments — — 4,725 — 4,725 Comprehensive loss $ (436,902 ) $ (227,018 ) $ (18,693 ) $ 250,643 $ (431,970 ) Comprehensive (loss) income attributable to: Molycorp stockholders (436,902 ) (227,018 ) (18,900 ) 250,643 (432,177 ) Noncontrolling interest — — 207 — 207 $ (436,902 ) $ (227,018 ) $ (18,693 ) $ 250,643 $ (431,970 ) Three Months Ended June 30, 2014 (In thousands) Condensed Consolidating Statements of Operations and Comprehensive Income Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Revenues $ — $ 12,009 $ 113,319 $ (8,421 ) $ 116,907 Costs of sales: Costs excluding depreciation and amortization — (38,490 ) (83,330 ) 8,421 (113,399 ) Depreciation and amortization — (16,031 ) (4,048 ) — (20,079 ) Gross (loss) profit — (42,512 ) 25,941 — (16,571 ) Operating expenses: Selling, general and administrative (153 ) (10,437 ) (9,834 ) — (20,424 ) Depreciation, amortization and accretion — (1,057 ) (6,200 ) — (7,257 ) Research and development — (100 ) (4,383 ) — (4,483 ) Operating (loss) income (153 ) (54,106 ) 5,524 — (48,735 ) Other income (expense) 15,149 196 (15,049 ) — 296 Interest expense (39,658 ) (1,190 ) (437 ) — (41,285 ) Interest income (expense) from intercompany notes 10,434 (510 ) (9,924 ) — — Equity loss from consolidated subsidiaries (79,301 ) (2,009 ) — 81,310 — Loss before income taxes and equity earnings (93,529 ) (57,619 ) (19,886 ) 81,310 (89,724 ) Income tax benefit (expense) 9,630 — (2,203 ) — 7,427 Equity in (loss) income of affiliates — (1,592 ) 39 — (1,553 ) Net loss (83,899 ) (59,211 ) (22,050 ) 81,310 (83,850 ) Net income attributable to noncontrolling interest — — 49 — 49 Net loss attributable to Molycorp stockholders $ (83,899 ) $ (59,211 ) $ (22,099 ) $ 81,310 $ (83,899 ) Net loss $ (83,899 ) $ (59,211 ) $ (22,050 ) $ 81,310 $ (83,850 ) Other comprehensive loss: Foreign currency translation adjustments — — (109 ) — (109 ) Comprehensive loss $ (83,899 ) $ (59,211 ) $ (22,159 ) $ 81,310 $ (83,959 ) Comprehensive (loss) income attributable to: Molycorp stockholders (83,899 ) (59,211 ) (22,208 ) 81,310 (84,008 ) Noncontrolling interest — — 49 — 49 $ (83,899 ) $ (59,211 ) $ (22,159 ) $ 81,310 $ (83,959 ) Six Months Ended June 30, 2014 (In thousands) Condensed Consolidating Statements of Operations and Comprehensive Income Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Revenues $ — $ 29,239 $ 227,051 $ (20,858 ) $ 235,432 Costs of sales: Costs excluding depreciation and amortization — (91,869 ) (167,861 ) 20,858 (238,872 ) Depreciation and amortization — (28,158 ) (8,068 ) — (36,226 ) Gross (loss) profit — (90,788 ) 51,122 — (39,666 ) Operating expenses: Selling, general and administrative (393 ) (18,595 ) (19,391 ) — (38,379 ) Depreciation, amortization and accretion — (2,102 ) (12,357 ) — (14,459 ) Research and development — (243 ) (7,006 ) — (7,249 ) Operating (loss) income (393 ) (111,728 ) 12,368 — (99,753 ) Other (expense) income (3,122 ) 212 3,680 — 770 Interest expense (74,214 ) (2,395 ) (316 ) — (76,925 ) Interest income (expense) from intercompany notes 20,789 (1,014 ) (19,775 ) — — Equity loss from consolidated subsidiaries (122,651 ) (1,686 ) — 124,337 — Loss before income taxes and equity earnings (179,591 ) (116,611 ) (4,043 ) 124,337 (175,908 ) Income tax benefit (expense) 9,630 — (296 ) — 9,334 Equity in (loss) income of affiliates — (3,299 ) 24 — (3,275 ) Net loss (169,961 ) (119,910 ) (4,315 ) 124,337 (169,849 ) Net income attributable to noncontrolling interest — — 112 — 112 Net loss attributable to Molycorp stockholders $ (169,961 ) $ (119,910 ) $ (4,427 ) $ 124,337 $ (169,961 ) Net loss $ (169,961 ) $ (119,910 ) $ (4,315 ) $ 124,337 $ (169,849 ) Other comprehensive loss: Foreign currency translation adjustments — — (961 ) — (961 ) Comprehensive loss $ (169,961 ) $ (119,910 ) $ (5,276 ) $ 124,337 $ (170,810 ) Comprehensive (loss) income attributable to: Molycorp stockholders (169,961 ) (119,910 ) (5,388 ) 124,337 (170,922 ) Noncontrolling interest — — 112 — 112 $ (169,961 ) $ (119,910 ) $ (5,276 ) $ 124,337 $ (170,810 ) |
Schedule of Condensed Cash Flow Statement | Six Months Ended June 30, 2015 (In thousands) Condensed Consolidating Statements of Cash Flows Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Net cash used in operating activities $ (7,663 ) $ (104,306 ) $ (8,990 ) $ — $ (120,959 ) Cash flows from investing activities: Intercompany advances made (99,023 ) (608 ) (216 ) 99,847 — Repayments from non-guarantor 2,447 7,600 — (10,047 ) — Loans to parent — (1,700 ) (9,095 ) 10,795 — Loans to guarantors — — (9,000 ) 9,000 — Loans to non-guarantors (3,001 ) — — 3,001 — Repayments from parent — — 2,240 (2,240 ) — Capital expenditures — (10,854 ) (3,449 ) — (14,303 ) Other investing activities — 785 162 — 947 Net cash used in investing activities (99,577 ) (4,777 ) (19,358 ) 110,356 (13,356 ) Cash flows from financing activities: Repayments of debt — — 1,158 — 1,158 Dividend paid to noncontrolling interests — — (60 ) — (60 ) Repayments to parent — — (2,447 ) 2,447 — Repayments to guarantors — — (7,600 ) 7,600 — Repayments to non-guarantors (2,240 ) — — 2,240 — Borrowing from parent — — 3,001 (3,001 ) — Borrowing from guarantors 1,700 — — (1,700 ) — Borrowing from non-guarantors 9,095 9,000 — (18,095 ) — Intercompany advances owed 216 99,023 608 (99,847 ) — Other financing activities — (1,581 ) — — (1,581 ) Net cash provided by (used in) financing activities 8,771 106,442 (5,340 ) (110,356 ) (483 ) Effect of exchange rate changes on cash — — (111 ) — (111 ) Net change in cash and cash equivalents (98,469 ) (2,641 ) (33,799 ) — (134,909 ) Cash and cash equivalents at beginning of the period 98,650 5,329 107,706 — 211,685 Cash and cash equivalents at end of period $ 181 $ 2,688 $ 73,907 $ — $ 76,776 Six Months Ended June 30, 2014 (In thousands) Condensed Consolidating Statements of Cash Flows Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Molycorp, Inc. consolidated Net cash used in operating activities $ (36,253 ) $ (71,050 ) $ (10,945 ) $ — $ (118,248 ) Cash flows from investing activities: Intercompany advances made (141,366 ) — — 141,366 — Repayments from non-guarantor 48,000 — — (48,000 ) — Capital expenditures — (40,928 ) (3,759 ) — (44,687 ) Recovery from insurance claims — 12,900 — — 12,900 Other investing activities — — (308 ) — (308 ) Net cash used in investing activities (93,366 ) (28,028 ) (4,067 ) 93,366 (32,095 ) Cash flows from financing activities: Repayments of debt — — (3,079 ) — (3,079 ) Payments of preferred dividends (2,846 ) — — — (2,846 ) Dividend paid to noncontrolling interests — — (1,135 ) — (1,135 ) Repayments to parent — — (48,000 ) 48,000 — Intercompany advances owed — 97,822 43,544 (141,366 ) — Other financing activities — 861 (697 ) — 164 Net cash (used in) provided by financing activities (2,846 ) 98,683 (9,367 ) (93,366 ) (6,896 ) Effect of exchange rate changes on cash — — (706 ) — (706 ) Net change in cash and cash equivalents (132,465 ) (395 ) (25,085 ) — (157,945 ) Cash and cash equivalents at beginning of the period 169,145 6,467 138,705 — 314,317 Cash and cash equivalents at end of period $ 36,680 $ 6,072 $ 113,620 $ — $ 156,372 |
Asset Retirement Obligation (Ta
Asset Retirement Obligation (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of Activity in Asset Retirement Obligation | The following table presents the activity of our ARO for the six months ended June 30, 2015 , and for the year ended December 31, 2014: June 30, 2015 December 31, 2014 (In thousands) Balance at beginning of period $ 18,119 $ 17,583 Obligations settled (375 ) (1,549 ) Accretion expense 606 1,153 Revisions in estimated cash flows (4,042 ) — Loss on settlement — 932 Balance at end of period $ 14,308 $ 18,119 |
Condensed Combined Financial 37
Condensed Combined Financial Information of the Debtors (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Reorganizations [Abstract] | |
Preconfirmation, Condensed Balance Sheet | Debtors' Balance Sheet June 30, 2015 (In thousands) ASSETS Cash and cash equivalents $ 23,912 Trade accounts receivable, net 9,893 Inventory 60,942 Prepaid expenses and other current assets 22,802 Total current assets 117,549 Deposits 31,248 Property, plant and equipment, net 1,553,230 Inventory, non-current 24,321 Intangible assets, net 30,734 Investments 7,045 Other non-current assets 587 Investment in Non-Filing Entities 409,040 Intercompany accounts receivable 131,611 Total assets $ 2,305,365 LIABILITIES AND EQUITY Trade accounts payable $ 2,228 Accrued expenses 15,066 Debt and capital lease obligations, current 3,399 Other current liabilities 3,420 Total current liabilities 24,113 Liabilities subject to compromise 1,858,691 Asset retirement obligation, net of current portion 10,977 Deferred tax liabilities, non-current 16,518 Debt and capital lease obligations, net of current portion 17,466 Other non-current liabilities 4,656 Intercompany accounts payable 4,799 Total liabilities $ 1,937,220 Common stock, $0.001 par value 260 Additional paid-in capital 2,248,793 Accumulated other comprehensive income (loss) 1,402 Accumulated deficit (1,882,310 ) Total equity (or deficit) 368,145 Total liabilities and equity (or deficit) $ 2,305,365 |
Preconfirmation, Condensed Statements of Operations and Comprehensive Loss | Debtors' Statements of Operations and Comprehensive Loss Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 (In thousands) Revenues $ 59,429 $ 114,703 Costs of sales: Costs excluding depreciation and amortization (92,303 ) (175,024 ) Depreciation and amortization (22,033 ) (43,274 ) Gross loss (54,907 ) (103,595 ) Operating expenses: Selling, general and administrative (21,259 ) (38,316 ) Depreciation, amortization and accretion 2,471 925 Revisions in estimated ARO cash flows 4,042 4,042 Research and development (740 ) (1,333 ) Operating loss (70,393 ) (138,277 ) Other income 21,234 21,755 Gain on conversion of convertible notes 10,895 10,895 Interest expense (54,967 ) (100,748 ) Reorganization items, net (219,133 ) (219,133 ) Interest income on intercompany loans 198 413 Loss before income taxes and equity earnings (loss) (312,166 ) (425,095 ) Income tax expense (647 ) (644 ) Equity in income (loss) of affiliates 62 (176 ) Net loss and comprehensive loss attributable to Debtors (312,751 ) (425,915 ) Equity in loss of Non-Filing Entities, net of tax (21,818 ) (10,987 ) Net loss attributable to Molycorp stockholders $ (334,569 ) $ (436,902 ) |
Preconfirmation, Condensed Cash Flow Statement | Debtors' Statement of Cash Flows Six months ended June 30, 2015 (In thousands) Cash flows from operating activities: Net loss attributable to Debtors $ (425,915 ) Adjustments to reconcile net loss to net cash from operating activities: Depreciation, amortization and accretion 42,349 Deferred income tax expense 208 Inventory write-downs 59,430 Stock-based compensation 2,599 Equity in results of affiliates 176 PIK interest 6,136 Gain on conversion of convertible notes (10,895 ) Non-cash reorganization items, net 219,133 Revisions in estimated ARO cash flows (4,042 ) Write-off of debt issuance costs 11,563 Other operating adjustments (18,617 ) Net change in operating assets and liabilities (2,376 ) Net cash used in operating activities (120,251 ) Cash flows from investing activities: Capital expenditures (10,861 ) Dividends from Non-Filing Entities 21,329 Other investing activities 4,135 Net cash used in investing activities 14,603 Cash flows from financing activities: Other financing activities (1,620 ) Net cash used in financing activities (1,620 ) Net change in cash and cash equivalents (107,268 ) Cash and cash equivalents at beginning of the period 131,180 Cash and cash equivalents at end of period $ 23,912 |
Reorganization Proceedings (Det
Reorganization Proceedings (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jul. 22, 2015 | Jul. 02, 2015 | Dec. 31, 2014 | |
Liabilities Subject to Compromise [Abstract] | |||||||
Trade accounts payable | $ 16,485 | $ 16,485 | |||||
Debt (Note 6) | 1,764,380 | 1,764,380 | |||||
Interest payable | 52,001 | 52,001 | |||||
Other accounts payable | 465 | 465 | |||||
Liabilities Subject to Compromise | 1,833,331 | 1,833,331 | $ 0 | ||||
Reorganization Items [Abstract] | |||||||
Legal and other professional fees | (1,849) | (1,849) | |||||
Adjustments to the carrying amount of debt | (97,306) | (97,306) | |||||
Write-off of deferred financing costs | (13,769) | (13,769) | |||||
Gain on fair value adjustment of Springing Maturity derivative (Note 14) | 8,008 | 8,008 | |||||
Early Payment Premium on Term Loans | (48,253) | (48,253) | |||||
Incremental Stipulated Loss Value on Equipment Financing | (65,964) | (65,964) | |||||
Reorganization items, total | $ (219,133) | $ 0 | $ (219,133) | $ 0 | |||
Oaktree Capital Management, Approved July 2, 2015 | Subsequent Event | |||||||
Debt Instrument [Line Items] | |||||||
Debtor-in-possession financing, amount arranged | $ 22,000 | ||||||
Oaktree Capital Management, Approved July 22, 2015 | Subsequent Event | |||||||
Debt Instrument [Line Items] | |||||||
Debtor-in-possession financing, amount arranged | $ 113,400 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)segment | Jun. 30, 2014USD ($) | |
Segment Information | ||||
Number of reportable segments | segment | 4 | |||
Revenues | $ 113,842 | $ 116,907 | $ 220,266 | $ 235,432 |
Total revenues | 113,842 | 116,907 | 220,266 | 235,432 |
Operating loss | (65,009) | (48,735) | (119,910) | (99,753) |
Other (expense) income | (3,017) | 296 | (894) | 770 |
Gain on conversion of convertible notes | 10,895 | 0 | 10,895 | 0 |
Interest expense | (54,869) | (41,285) | (101,169) | (76,925) |
Reorganization items, net | 219,133 | 0 | 219,133 | 0 |
Loss before income taxes and equity earnings | (331,133) | (89,724) | (430,211) | (175,908) |
Reportable Segments | Resources | ||||
Segment Information | ||||
Revenues | 1,780 | 2,331 | 4,294 | 5,442 |
Total revenues | 15,311 | 10,037 | 26,140 | 25,601 |
OIBDA | (35,457) | (30,298) | (70,305) | (66,742) |
Depreciation, amortization and accretion | (18,730) | (17,009) | (40,684) | (30,101) |
Operating loss | (54,187) | (47,307) | (110,989) | (96,843) |
Reportable Segments | Chemicals and Oxides | ||||
Segment Information | ||||
Revenues | 38,989 | 45,437 | 76,278 | 85,707 |
Total revenues | 45,956 | 48,632 | 88,754 | 95,188 |
OIBDA | 5,344 | 4,836 | 11,081 | 8,136 |
Depreciation, amortization and accretion | (2,313) | (3,908) | (4,596) | (7,781) |
Operating loss | 3,031 | 928 | 6,485 | 355 |
Reportable Segments | Magnetic Materials and Alloys | ||||
Segment Information | ||||
Revenues | 49,273 | 53,195 | 99,780 | 107,915 |
Total revenues | 50,475 | 54,360 | 102,598 | 110,298 |
OIBDA | 8,113 | 11,812 | 20,359 | 25,489 |
Depreciation, amortization and accretion | (4,165) | (4,261) | (8,320) | (8,498) |
Operating loss | 3,948 | 7,551 | 12,039 | 16,991 |
Reportable Segments | Rare Metals | ||||
Segment Information | ||||
Revenues | 23,800 | 15,944 | 39,914 | 36,368 |
Total revenues | 23,800 | 15,944 | 39,929 | 36,368 |
OIBDA | 1,783 | 740 | 3,379 | 671 |
Depreciation, amortization and accretion | (2,218) | (2,101) | (4,625) | (4,194) |
Operating loss | (435) | (1,361) | (1,246) | (3,523) |
Inter-segment | ||||
Segment Information | ||||
Revenues | (21,700) | (12,066) | (37,155) | (32,023) |
Total revenues | (21,700) | (12,066) | (37,155) | (32,023) |
Operating loss | (1,150) | 537 | 2,095 | (537) |
Inter-segment | Resources | ||||
Segment Information | ||||
Revenues | 13,531 | 7,706 | 21,846 | 20,159 |
Inter-segment | Chemicals and Oxides | ||||
Segment Information | ||||
Revenues | 6,967 | 3,195 | 12,476 | 9,481 |
Inter-segment | Magnetic Materials and Alloys | ||||
Segment Information | ||||
Revenues | 1,202 | 1,165 | 2,818 | 2,383 |
Inter-segment | Rare Metals | ||||
Segment Information | ||||
Revenues | 0 | 0 | 15 | 0 |
Corporate and other | Corporate and other | ||||
Segment Information | ||||
Operating loss | $ (16,216) | $ (9,083) | $ (28,294) | $ (16,196) |
Inventory - Schedule of Invento
Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current: | ||
Raw materials | $ 48,692 | $ 47,796 |
Work in process | 26,502 | 24,901 |
Finished goods | 67,025 | 67,795 |
Materials and supplies | 29,089 | 28,831 |
Total current | 171,308 | 169,323 |
Long-term: | ||
Raw materials | 24,321 | 25,127 |
Total long-term | $ 24,321 | $ 25,127 |
Inventory - Schedule of Charges
Inventory - Schedule of Charges to Cost of Sales (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Inventory [Line Items] | ||||
Abnormal production costs expensed in the period | $ 18,289 | $ 17,562 | $ 46,790 | $ 42,546 |
Inventory write-downs | 61,930 | 36,863 | ||
Total | 51,352 | 37,053 | 108,721 | 79,408 |
Rare earth metals | ||||
Inventory [Line Items] | ||||
Inventory write-downs | 33,063 | 19,359 | 61,931 | 35,520 |
Stockpile | ||||
Inventory [Line Items] | ||||
Inventory write-downs | $ 0 | $ 132 | $ 0 | $ 1,342 |
Property, Plant and Equipment42
Property, Plant and Equipment, net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||||
Capitalized expenditures related to plant modernization and other capitalized costs | $ 9,500 | $ 17,200 | $ 13,000 | $ 29,400 | |
Property, plant and equipment at cost | 1,929,011 | 1,929,011 | $ 1,900,310 | ||
Less accumulated depreciation | (253,453) | (253,453) | (192,340) | ||
Property, plant and equipment, net | 1,675,558 | 1,675,558 | 1,707,970 | ||
Land | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment at cost | 13,507 | 13,507 | 13,121 | ||
Land improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment at cost | 308,090 | 308,090 | 305,119 | ||
Buildings and improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment at cost | 811,198 | 811,198 | 811,418 | ||
Plant and equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment at cost | 711,650 | 711,650 | 623,453 | ||
Vehicles | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment at cost | 3,084 | 3,084 | 2,884 | ||
Computer software | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment at cost | 12,637 | 12,637 | 12,268 | ||
Furnitures and fixtures | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment at cost | 1,043 | 1,043 | 1,039 | ||
Construction in progress | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment at cost | 16,623 | 16,623 | 80,699 | ||
Natural gas delivery facility under capital lease | |||||
Property, Plant and Equipment [Line Items] | |||||
Natural gas delivery facility under capital lease | 15,658 | 15,658 | 15,658 | ||
Mining equipment under capital lease | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment at cost | 10,982 | 10,982 | 10,982 | ||
Mineral properties | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment at cost | $ 24,539 | $ 24,539 | $ 23,669 |
Debt and Capital Lease Obliga43
Debt and Capital Lease Obligations - Summary of Current and Non-Current Portions (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Aug. 31, 2012 |
Debt Instrument [Line Items] | |||
Capital lease obligations, current | $ 3,399 | $ 3,234 | |
Capital lease obligations, Noncurrent | 17,466 | 19,211 | |
Debt and capital lease obligations, current (Note 6) | 14,241 | 12,560 | |
Debt and capital lease obligations, net of current portion (Note 6) | 17,530 | 1,559,781 | |
Net carrying amount | 1,764,380 | 0 | |
Liabilities Subject to Compromise, Long-Term Debt, Excluding Current Maturities | $ 0 | 0 | |
Convertible Debt | 3.25% Convertible Notes, net of discount, due June 2016 | |||
Debt Instrument [Line Items] | |||
Interest rate | 3.25% | ||
Current portion of debt outstanding | $ 0 | 0 | |
Noncurrent portion of debt outstanding | 0 | 193,549 | |
Net carrying amount | 206,505 | 0 | |
Liabilities Subject to Compromise, Long-Term Debt, Excluding Current Maturities | $ 0 | 0 | |
Convertible Debt | 6.00% Convertible Notes, net of discount, due September 2017 | |||
Debt Instrument [Line Items] | |||
Interest rate | 6.00% | 6.00% | |
Current portion of debt outstanding | $ 0 | 0 | |
Noncurrent portion of debt outstanding | 0 | 335,969 | |
Net carrying amount | 382,986 | 0 | |
Liabilities Subject to Compromise, Long-Term Debt, Excluding Current Maturities | $ 0 | 0 | |
Convertible Debt | 5.50% Convertible Notes, net of discount, due February 2018 | |||
Debt Instrument [Line Items] | |||
Interest rate | 5.50% | ||
Current portion of debt outstanding | $ 0 | 0 | |
Noncurrent portion of debt outstanding | 0 | 143,581 | |
Net carrying amount | 148,939 | 0 | |
Liabilities Subject to Compromise, Long-Term Debt, Excluding Current Maturities | $ 0 | 0 | |
Convertible Subordinated Debt | 5.00% Debentures, net of discount, due December 2017 | |||
Debt Instrument [Line Items] | |||
Interest rate | 5.00% | ||
Current portion of debt outstanding | $ 0 | 0 | |
Noncurrent portion of debt outstanding | 0 | 2,075 | |
Net carrying amount | 1,745 | 0 | |
Liabilities Subject to Compromise, Long-Term Debt, Excluding Current Maturities | $ 0 | 0 | |
Senior Notes | 10% Senior Secured Notes, net of discount, due June 2020 | |||
Debt Instrument [Line Items] | |||
Interest rate | 10.00% | ||
Current portion of debt outstanding | $ 0 | 0 | |
Noncurrent portion of debt outstanding | 0 | 638,899 | |
Net carrying amount | 650,000 | 0 | |
Liabilities Subject to Compromise, Long-Term Debt, Excluding Current Maturities | $ 0 | 0 | |
Senior Notes | 12.00% Term Loans, due September 2019 | |||
Debt Instrument [Line Items] | |||
Interest rate | 12.00% | ||
Current portion of debt outstanding | $ 0 | 0 | |
Noncurrent portion of debt outstanding | 0 | 98,812 | |
Net carrying amount | 162,857 | 0 | |
Liabilities Subject to Compromise, Long-Term Debt, Excluding Current Maturities | $ 0 | 0 | |
Senior Notes | 12.00% Equipment Financing, due September 2019 | |||
Debt Instrument [Line Items] | |||
Interest rate | 12.00% | ||
Current portion of debt outstanding | $ 0 | 0 | |
Noncurrent portion of debt outstanding | 0 | 127,594 | |
Net carrying amount | 211,348 | 0 | |
Liabilities Subject to Compromise, Long-Term Debt, Excluding Current Maturities | 0 | 0 | |
Notes Payable to Banks | Bank loans due November 2015 - June 2017 | |||
Debt Instrument [Line Items] | |||
Current portion of debt outstanding | 10,842 | 9,326 | |
Noncurrent portion of debt outstanding | $ 64 | $ 91 |
Debt and Capital Lease Obliga44
Debt and Capital Lease Obligations - Debt Maturities and Weighted Average Interest Rate (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Debt maturities, including PIK interest and excluding capital leases | ||
Remainder of 2015 | $ 1,769,976 | |
2,016 | 5,269 | |
2,017 | 28 | |
2,018 | 0 | |
2,019 | 0 | |
Thereafter | 0 | |
Total | $ 1,775,273 | |
Notes Payable to Banks | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 3.49% | 4.10% |
Debt and Capital Lease Obliga45
Debt and Capital Lease Obligations - 12.00% Term Loans and Equipment Financing (Narrative) (Details) $ in Thousands | Sep. 11, 2014USD ($)debt_instrument | Jun. 30, 2015USD ($) | Jun. 30, 2015USD ($) |
Debt Instrument [Line Items] | |||
Debtor reorganization items, early payment premium | $ 48,253 | $ 48,253 | |
Stipulated gain (loss) value | (65,964) | (65,964) | |
Springing Maturity on 12.00% Term Loans | Reorganization Items | |||
Debt Instrument [Line Items] | |||
Fair value adjustment | 8,000 | 7,300 | |
12.00% Term Loans and 12.00% Equipment Financing, Senior Secured Notes | |||
Debt Instrument [Line Items] | |||
Maximum principal amount of debt secured by the Pari Passu Collateral | $ 300,000 | 300,000 | |
Secured Debt | 12.00% Term Loans | |||
Debt Instrument [Line Items] | |||
Number of debt instruments | debt_instrument | 2 | ||
Interest rate, stated percentage, payment in cash | 7.00% | ||
Interest rate, stated percentage, payment in kind (PIK) interest | 5.00% | ||
Secured Debt | 12.00% Equipment Financing | |||
Debt Instrument [Line Items] | |||
Number of debt instruments | debt_instrument | 1 | ||
Proceeds from issuance of secured debt | $ 139,800 | ||
Interest rate, stated percentage, payment in cash | 7.00% | ||
Interest rate, stated percentage, payment in kind (PIK) interest | 5.00% | ||
Debt instrument, term | 5 years | ||
Minimum lease payments, sale leaseback transactions, next 12 months | $ 10,100 | ||
Minimum lease payments, sale leaseback transactions, within two years | 10,700 | ||
Minimum lease payments, sale leaseback transactions, within three years | 11,200 | ||
Minimum lease payments, sale leaseback transactions, within four years | 11,800 | ||
Minimum lease payments, sale leaseback transactions, within five years | 12,400 | ||
Minimum lease payments, sale leaseback transactions, additional payment on five-year anniversary | 179,900 | ||
Secured Debt | 12% Parent Term Loan | |||
Debt Instrument [Line Items] | |||
Proceeds from issuance of secured debt, including unused borrowing capacity | 185,000 | ||
Proceeds from issuance of secured debt | 50,200 | ||
Unused borrowing capacity, amount | 134,800 | ||
Secured Debt | Magnequench 12% Term Loan | |||
Debt Instrument [Line Items] | |||
Proceeds from issuance of secured debt, including unused borrowing capacity | 75,000 | ||
Proceeds from issuance of secured debt | 60,000 | ||
Unused borrowing capacity, amount | $ 15,000 | ||
Senior Notes | 12.00% Term Loans, due September 2019 | |||
Debt Instrument [Line Items] | |||
Accrued amount, treated as an increase to debt | $ 48,253 | ||
Interest rate | 12.00% | 12.00% | |
Senior Notes | 12.00% Equipment Financing, due September 2019 | |||
Debt Instrument [Line Items] | |||
Accrued amount, treated as an increase to debt | $ 65,964 | ||
Interest rate | 12.00% | 12.00% | |
Senior Notes | 10% Senior Secured Notes, net of discount, due June 2020 | |||
Debt Instrument [Line Items] | |||
Interest rate | 10.00% | 10.00% |
Debt and Capital Lease Obliga46
Debt and Capital Lease Obligations - Reconciliation of Principal Amount to Net Carrying Value (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Liabilities Subject to Compromise Disclosures [Abstract] | ||
Net carrying amount | $ 1,764,380 | $ 0 |
Senior Notes | 12.00% Term Loans, due September 2019 | ||
Debt Instrument [Line Items] | ||
Principal amount | 111,858 | |
Unamortized debt discount | (13,046) | |
Net carrying amount | 0 | 98,812 |
Liabilities Subject to Compromise Disclosures [Abstract] | ||
Principal amount | 114,604 | |
Accrued amount, treated as an increase to debt | 48,253 | |
Unamortized debt discount | 11,304 | |
Adjustment for estimate of allowed claims and write-off of discounts | 11,304 | |
Net carrying amount | 162,857 | 0 |
Senior Notes | 12.00% Equipment Financing, due September 2019 | ||
Debt Instrument [Line Items] | ||
Principal amount | 141,993 | |
Unamortized debt discount | (14,399) | |
Net carrying amount | 0 | 127,594 |
Liabilities Subject to Compromise Disclosures [Abstract] | ||
Principal amount | 145,384 | |
Accrued amount, treated as an increase to debt | 65,964 | |
Unamortized debt discount | 12,647 | |
Adjustment for estimate of allowed claims and write-off of discounts | 12,647 | |
Net carrying amount | $ 211,348 | $ 0 |
Debt and Capital Lease Obliga47
Debt and Capital Lease Obligations - Recorded and Contractual Interest on Term Loans and Equipment Financing (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Recorded Interest | ||||
Total recorded interest | $ 31,426 | $ 34,693 | $ 64,873 | $ 69,226 |
Contractual Interest | ||||
Total contractual interest | 25,916 | 51,831 | ||
Secured Debt | 12.00% Term Loans | ||||
Recorded Interest | ||||
Cash interest | 2,224 | 4,556 | ||
PIK interest | 1,336 | 2,746 | ||
Accretion of discount and amortization of issuance costs | 1,144 | 2,390 | ||
Total recorded interest | 4,704 | 9,692 | ||
Contractual Interest | ||||
Cash interest | 2,004 | 3,962 | ||
PIK interest | 1,432 | 2,830 | ||
Total contractual interest | 3,436 | 6,792 | ||
Secured Debt | 12.00% Equipment Financing | ||||
Recorded Interest | ||||
Cash interest | 2,373 | 4,857 | ||
PIK interest | 1,695 | 3,390 | ||
Accretion of discount and amortization of issuance costs | 1,314 | 2,743 | ||
Total recorded interest | 5,382 | 10,990 | ||
Contractual Interest | ||||
Cash interest | 2,542 | 5,026 | ||
PIK interest | 1,816 | 3,590 | ||
Total contractual interest | $ 4,358 | $ 8,616 |
Debt and Capital Lease Obliga48
Debt and Capital Lease Obligations - Convertible Notes, Senior Secured Notes and Debentures (Details) - USD ($) | Jun. 01, 2015 | Jan. 30, 2013 | Aug. 22, 2012 | May. 25, 2012 | Jun. 15, 2011 | Sep. 30, 2014 | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 15, 2015 | Jun. 30, 2014 | Mar. 01, 2013 | Aug. 31, 2012 |
Liabilities Subject to Compromise [Abstract] | ||||||||||||||
Net carrying amount | $ 1,764,380,000 | $ 0 | $ 1,764,380,000 | |||||||||||
Interest [Abstract] | ||||||||||||||
Recorded Interest | 31,426,000 | $ 34,693,000 | 64,873,000 | $ 69,226,000 | ||||||||||
Contractual Interest | $ 25,916,000 | $ 51,831,000 | ||||||||||||
Senior Notes | 10% Senior Secured Notes, net of discount, due June 2020 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Interest rate | 10.00% | 10.00% | ||||||||||||
Collateral, maximum fair market value | $ 15,000,000 | $ 15,000,000 | ||||||||||||
Cash collateral, maximum | 105.00% | 105.00% | ||||||||||||
Collateral, voting stock of foreign subsidiaries, minimum, percent | 65.00% | 65.00% | ||||||||||||
Convertible Debt [Abstract] | ||||||||||||||
Principal amount | 650,000,000 | |||||||||||||
Unamortized debt discount | (11,101,000) | |||||||||||||
Net carrying amount | $ 0 | 638,899,000 | $ 0 | |||||||||||
Liabilities Subject to Compromise [Abstract] | ||||||||||||||
Principal amount | 650,000,000 | 650,000,000 | ||||||||||||
Unamortized debt discount | (10,338,000) | (10,338,000) | ||||||||||||
Adjustment for estimate of allowed claims and write-off of discounts | 10,338,000 | 10,338,000 | ||||||||||||
Net carrying amount | 650,000,000 | 0 | 650,000,000 | |||||||||||
Interest [Abstract] | ||||||||||||||
Recorded Interest | 15,636,000 | 16,645,000 | 32,384,000 | 33,284,000 | ||||||||||
Contractual Interest | $ 16,250,000 | $ 32,500,000 | ||||||||||||
Convertible Subordinated Debt | 5.00% Debentures, net of discount, due December 2017 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Interest rate | 5.00% | 5.00% | ||||||||||||
Convertible Debt [Abstract] | ||||||||||||||
Principal amount | 2,075,000 | |||||||||||||
Unamortized debt discount | 0 | |||||||||||||
Net carrying amount | $ 0 | 2,075,000 | $ 0 | |||||||||||
Liabilities Subject to Compromise [Abstract] | ||||||||||||||
Principal amount | 1,745,000 | 1,745,000 | ||||||||||||
Unamortized debt discount | 0 | 0 | ||||||||||||
Adjustment for estimate of allowed claims and write-off of discounts | 0 | 0 | ||||||||||||
Net carrying amount | 1,745,000 | 0 | 1,745,000 | |||||||||||
Interest [Abstract] | ||||||||||||||
Recorded Interest | 22,000 | 27,000 | 44,000 | 54,000 | ||||||||||
Contractual Interest | $ 22,000 | $ 44,000 | ||||||||||||
Convertible Debt | 3.25% Convertible Notes, net of discount, due June 2016 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Interest rate | 3.25% | 3.25% | ||||||||||||
Total net proceeds from issuance of debt | $ 223,100,000 | |||||||||||||
Repayments of convertible debt | $ 23,500,000 | |||||||||||||
Increase in accrued interest | $ 3,360,000 | |||||||||||||
Convertible Debt [Abstract] | ||||||||||||||
Principal amount | $ 230,000,000 | 206,505,000 | ||||||||||||
Unamortized debt discount | (12,956,000) | |||||||||||||
Net carrying amount | $ 0 | 193,549,000 | $ 0 | |||||||||||
Liabilities Subject to Compromise [Abstract] | ||||||||||||||
Principal amount | 206,505,000 | 206,505,000 | ||||||||||||
Unamortized debt discount | (9,330,000) | (9,330,000) | ||||||||||||
Adjustment for estimate of allowed claims and write-off of discounts | 9,330,000 | 9,330,000 | ||||||||||||
Net carrying amount | 206,505,000 | 0 | 206,505,000 | |||||||||||
Interest [Abstract] | ||||||||||||||
Recorded Interest | 3,325,000 | 4,070,000 | 6,882,000 | 8,128,000 | ||||||||||
Contractual Interest | $ 1,678,000 | $ 3,356,000 | ||||||||||||
Convertible Debt | 6.00% Convertible Notes, net of discount, due September 2017 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Interest rate | 6.00% | 6.00% | 6.00% | |||||||||||
Debt Conversion, Converted Instrument, Amount | $ 27,000,000 | |||||||||||||
Proceeds from related party debt | $ 6,400,000 | |||||||||||||
Additional principal purchased by underwriters | 54,000,000 | |||||||||||||
Total net proceeds from issuance of debt | 395,700,000 | |||||||||||||
Convertible notes exchanged for common stock | 10,698,113 | |||||||||||||
Repayments of convertible debt | $ 4,000,000 | |||||||||||||
Convertible Debt [Abstract] | ||||||||||||||
Principal amount | $ 360,000,000 | $ 383,000,000 | ||||||||||||
Unamortized debt discount | (47,031,000) | |||||||||||||
Net carrying amount | $ 0 | 335,969,000 | $ 0 | |||||||||||
Liabilities Subject to Compromise [Abstract] | ||||||||||||||
Principal amount | 382,986,000 | 382,986,000 | ||||||||||||
Unamortized debt discount | (39,335,000) | (39,335,000) | ||||||||||||
Adjustment for estimate of allowed claims and write-off of discounts | 39,335,000 | 39,335,000 | ||||||||||||
Net carrying amount | 382,986,000 | 0 | 382,986,000 | |||||||||||
Interest [Abstract] | ||||||||||||||
Recorded Interest | 9,218,000 | 10,275,000 | 18,906,000 | 20,425,000 | ||||||||||
Contractual Interest | $ 5,745,000 | $ 11,490,000 | ||||||||||||
Convertible Debt | 5.50% Convertible Notes, net of discount, due February 2018 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Interest rate | 5.50% | 5.50% | ||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 11,000,000 | |||||||||||||
Additional principal purchased by underwriters | $ 22,500,000 | |||||||||||||
Total net proceeds from issuance of debt | $ 165,600,000 | |||||||||||||
Convertible notes exchanged for common stock | 1,744,912 | 4,358,490 | ||||||||||||
Convertible Debt [Abstract] | ||||||||||||||
Principal amount | 150,000,000 | $ 12,600,000 | $ 161,500,000 | $ 12,600,000 | ||||||||||
Unamortized debt discount | (17,919,000) | |||||||||||||
Net carrying amount | 0 | 143,581,000 | 0 | |||||||||||
Liabilities Subject to Compromise [Abstract] | ||||||||||||||
Principal amount | 148,939,000 | 148,939,000 | ||||||||||||
Unamortized debt discount | (14,284,000) | (14,284,000) | ||||||||||||
Adjustment for estimate of allowed claims and write-off of discounts | 14,284,000 | 14,284,000 | ||||||||||||
Net carrying amount | 148,939,000 | $ 0 | 148,939,000 | |||||||||||
Interest [Abstract] | ||||||||||||||
Recorded Interest | 3,225,000 | $ 3,676,000 | 6,657,000 | $ 7,335,000 | ||||||||||
Contractual Interest | $ 2,221,000 | $ 4,441,000 | ||||||||||||
Convertible Debt | 5.50% Convertible Notes, net of discount, due February 2018 | Officers, Directors and Other Related Parties [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Proceeds from related party debt | $ 20,500,000 | |||||||||||||
Secured Debt | 10% Senior Secured Notes, net of discount, due June 2020 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Total net proceeds from issuance of debt | $ 635,400,000 | |||||||||||||
Semi-annual interest payment | $ 32,500,000 | |||||||||||||
Convertible Debt [Abstract] | ||||||||||||||
Principal amount | $ 650,000,000 |
Debt and Capital Lease Obliga49
Debt and Capital Lease Obligations - Capital Leases (Details) $ in Thousands | Jun. 30, 2015USD ($) |
Debt Disclosure [Abstract] | |
Remainder of 2015 | $ 4,138 |
2,016 | 8,279 |
2,017 | 7,162 |
2,018 | 5,772 |
2,019 | 5,490 |
Thereafter | 12,706 |
Total | $ 43,547 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | |||||
Effective income tax rate | (1.00%) | 8.30% | (1.50%) | 5.30% | |
Income Tax Expense (Benefit), Continuing Operations, Adjustment of Deferred Tax (Asset) Liability | $ (9.6) |
Stockholders' Equity - Warrants
Stockholders' Equity - Warrants and Conversion of Stock (Details) - $ / shares | 1 Months Ended | 6 Months Ended | |||
Feb. 28, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | Sep. 11, 2014 | |
Class of Warrant or Right [Line Items] | |||||
Common Stock, Shares, Issued | 279,796,690 | 259,921,868 | |||
Common Stock, Shares, Outstanding | 279,796,690 | 259,921,868 | |||
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 | |||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | |||
Preferred Stock, Shares Outstanding | 0 | 0 | |||
Treasury Stock, Number of Shares Held | 20,519,876 | ||||
Common Stock | |||||
Class of Warrant or Right [Line Items] | |||||
Conversion of shares (in shares) | 2,518 | ||||
Penny Warrants [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants issued | 18,358,019 | ||||
Exercise price | $ 0.01 | ||||
Strike Warrants | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants issued | 6,119,340 | ||||
Exercise price | $ 2.04 | ||||
Convertible Debt Securities | Common Stock | |||||
Class of Warrant or Right [Line Items] | |||||
Conversion of shares (in shares) | 18,071,175 | 18,071,175 |
Stockholders' Equity - Share-Le
Stockholders' Equity - Share-Lending Arrangements (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Jun. 19, 2015 | Jan. 31, 2013 | Aug. 31, 2012 |
Interest Expense | ||||
Class of Stock [Line Items] | ||||
Unamortized issuance costs | $ 11.6 | |||
Other noncurrent assets | ||||
Class of Stock [Line Items] | ||||
Unamortized issuance costs | $ 11.6 | |||
Common Stock | ||||
Class of Stock [Line Items] | ||||
Shares of stock loaned | 6,666,666 | 13,800,000 | ||
Convertible Debt | 6.00% Convertible Notes, net of discount, due September 2017 | ||||
Class of Stock [Line Items] | ||||
Interest rate | 6.00% | 6.00% | ||
Convertible Debt | 5.50% Convertible Notes, net of discount, due February 2018 | ||||
Class of Stock [Line Items] | ||||
Interest rate | 5.50% | |||
Convertible Debt Securities | 5.50% Convertible Notes, net of discount, due February 2018 | ||||
Class of Stock [Line Items] | ||||
Interest rate | 5.50% |
Stockholders' Equity - Accumula
Stockholders' Equity - Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Balance at beginning of the period | $ (3,323) | $ (6,451) |
Change in other comprehensive loss before reclassifications | 4,725 | (961) |
Net income (loss) reclassified from AOCI | 0 | 0 |
Balance at end of the period | 1,402 | (7,412) |
Foreign currency translation adjustments | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Balance at beginning of the period | (2,339) | (6,638) |
Change in other comprehensive loss before reclassifications | 4,725 | (961) |
Net income (loss) reclassified from AOCI | 0 | 0 |
Balance at end of the period | 2,386 | (7,599) |
Postretirement benefit liability | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Balance at beginning of the period | (984) | 187 |
Change in other comprehensive loss before reclassifications | 0 | 0 |
Net income (loss) reclassified from AOCI | 0 | 0 |
Balance at end of the period | $ (984) | $ 187 |
Commitments and Contingencies -
Commitments and Contingencies - Operating Leases (Details) $ in Thousands | Jun. 30, 2015USD ($) |
Remaining annual minimum payments under operating leases | |
Operating lease obligations, total minimum payments | $ 7,596 |
Operating lease obligations, Less Than 1 Year | 2,476 |
Operating lease obligations, 1 -3 Years | 3,814 |
Operating lease obligations, 4 - 5 Years | 649 |
Operating lease obligations, More Than 5 Years | $ 657 |
Commitments and Contingencies55
Commitments and Contingencies - Purchase Commitments (Details) $ in Thousands | Jun. 30, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Purchase Obligation | $ 3,551 |
Purchase Obligation, Due in Next Twelve Months | 3,551 |
Purchase Obligation, Due in Second and Third Year | 0 |
Purchase Obligation, Due in Fourth and Fifth Year | 0 |
Purchase Obligation, Due after Fifth Year | $ 0 |
Commitments and Contingencies56
Commitments and Contingencies - Narrative (Details) | 1 Months Ended | 6 Months Ended | 12 Months Ended |
Aug. 31, 2013lawsuit | Jun. 30, 2015employee | Dec. 31, 2012lawsuit | |
Molycorp Mountain Pass facility | United Steelworkers of America | Labor Force Concentration Risk | Workforce Subject to Collective Bargaining Arrangements | |||
Plant Modernization and Expansion Commitments | |||
Number of employees | employee | 294 | ||
Percentage of workforce | 60.00% | ||
Molycorp Silmet | Labor Union | Labor Force Concentration Risk | Workforce Subject to Collective Bargaining Arrangements | |||
Plant Modernization and Expansion Commitments | |||
Number of employees | employee | 156 | ||
Percentage of workforce | 28.00% | ||
Class Action Lawsuits filed in US District Court for the Southern District of New York | |||
Plant Modernization and Expansion Commitments | |||
Number of class action lawsuits filed | 2 | ||
Pending Litigation | Derivative Lawsuit | |||
Plant Modernization and Expansion Commitments | |||
Number of class action lawsuits filed | 2 |
Concentrations (Details)
Concentrations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Concentrations | |||||
Revenues | $ 113,842 | $ 116,907 | $ 220,266 | $ 235,432 | |
Reportable Segments | Chemicals and Oxides | |||||
Concentrations | |||||
Revenues | 45,956 | 48,632 | 88,754 | 95,188 | |
Reportable Segments | Magnetic Materials and Alloys | |||||
Concentrations | |||||
Revenues | $ 50,475 | $ 54,360 | $ 102,598 | $ 110,298 | |
Reportable Segments | Product Concentration | Cerium products | Chemicals and Oxides | |||||
Concentrations | |||||
Entity-wide revenue, major customers | 14.00% | 11.00% | 14.00% | 10.00% | |
Reportable Segments | Product Concentration | Neo Powders | Magnetic Materials and Alloys | |||||
Concentrations | |||||
Entity-wide revenue, major customers | 41.00% | 44.00% | 44.00% | 44.00% | |
Daido Electronics [Member] | |||||
Concentrations | |||||
Accounts Receivable, Related Parties | $ 6,400 | $ 6,400 | $ 6,300 | ||
Daido Electronics [Member] | Product Concentration | Neo Powders | Magnetic Materials and Alloys | |||||
Concentrations | |||||
Revenues | $ 16,200 | $ 15,000 | $ 31,300 | $ 27,200 |
Related-Party Transactions (Det
Related-Party Transactions (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015USD ($)investment | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)investment | Jun. 30, 2014USD ($) | |
Related Party Transactions | ||||
Equity Method Investments, Number of Investees with Whom We Buy and Sell | investment | 2 | 2 | ||
Keli | ||||
Related Party Transactions | ||||
Balance payable to related party | $ 7.5 | $ 7.5 | ||
Keli | Metals | ||||
Related Party Transactions | ||||
Purchases made from related party | $ 11.5 | $ 18.7 | $ 24.3 | $ 35.6 |
Net Change in Operating Asset59
Net Change in Operating Assets and Liabilities (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Decrease (increase) in operating assets: | ||
Trade accounts receivable | $ (4,690) | $ 14,708 |
Inventory | (64,063) | (48,213) |
Prepaid expenses and other current assets | (11,437) | (5,764) |
Increase (decrease) in operating liabilities: | ||
Trade accounts payable | 39 | (6,070) |
Income tax payable | 619 | 684 |
Interest payable | 49,228 | 15,552 |
Asset retirement obligation | (319) | (1,196) |
Accrued expenses | (7,176) | (1,614) |
Net change in operating assets and liabilities | $ (37,799) | $ (31,913) |
Fair Value of Financial Instr60
Fair Value of Financial Instruments - Assets and Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | |
Springing Maturity on 12.00% Term Loans | Reorganization Items | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value adjustment | $ 8,000 | $ 7,300 | |
Strike Warrants | Interest Expense | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Gain recognized as a result of a change in fair value | 600 | 1,800 | |
Fair Value, Measurements, Recurring | (Level 1) | |||
Assets | |||
Cash equivalents | 1,966 | 1,966 | $ 57,309 |
Fair Value, Measurements, Recurring | (Level 1) | Springing Maturity on 12.00% Term Loans | |||
Liabilities | |||
Derivative liabilities | 0 | ||
Fair Value, Measurements, Recurring | (Level 1) | Strike Warrants | |||
Liabilities | |||
Derivative liabilities | 0 | ||
Fair Value, Measurements, Recurring | (Level 1) | Share Purchase Agreement | |||
Liabilities | |||
Derivative liabilities | 0 | 0 | 0 |
Fair Value, Measurements, Recurring | (Level 2) | |||
Assets | |||
Cash equivalents | 0 | 0 | 0 |
Fair Value, Measurements, Recurring | (Level 2) | Springing Maturity on 12.00% Term Loans | |||
Liabilities | |||
Derivative liabilities | 0 | ||
Fair Value, Measurements, Recurring | (Level 2) | Strike Warrants | |||
Liabilities | |||
Derivative liabilities | 0 | ||
Fair Value, Measurements, Recurring | (Level 2) | Share Purchase Agreement | |||
Liabilities | |||
Derivative liabilities | 0 | 0 | 0 |
Fair Value, Measurements, Recurring | (Level 3) | |||
Assets | |||
Cash equivalents | 0 | 0 | 0 |
Fair Value, Measurements, Recurring | (Level 3) | Springing Maturity on 12.00% Term Loans | |||
Liabilities | |||
Derivative liabilities | 7,292 | ||
Fair Value, Measurements, Recurring | (Level 3) | Strike Warrants | |||
Liabilities | |||
Derivative liabilities | 1,769 | ||
Fair Value, Measurements, Recurring | (Level 3) | Share Purchase Agreement | |||
Liabilities | |||
Derivative liabilities | $ 6,631 | $ 6,631 | $ 6,165 |
Fair Value of Financial Instr61
Fair Value of Financial Instruments - Publicly Traded Financial Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Aug. 31, 2012 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Net carrying amount | $ 1,775,273 | ||
Carrying Amount | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Net carrying amount | 1,388,430 | $ 1,311,998 | |
Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Total long-term debt, fair value | $ 194,641 | 599,049 | |
Convertible Debt | 3.25% Convertible Notes, net of discount, due June 2016 | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Interest rate | 3.25% | ||
Convertible Debt | 3.25% Convertible Notes, net of discount, due June 2016 | Carrying Amount | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Net carrying amount | $ 206,505 | 193,549 | |
Convertible Debt | 6.00% Convertible Notes, net of discount, due September 2017 | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Interest rate | 6.00% | 6.00% | |
Convertible Debt | 6.00% Convertible Notes, net of discount, due September 2017 | Carrying Amount | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Net carrying amount | $ 382,986 | 335,969 | |
Convertible Debt | 5.50% Convertible Notes, net of discount, due February 2018 | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Interest rate | 5.50% | ||
Convertible Debt | 5.50% Convertible Notes, net of discount, due February 2018 | Carrying Amount | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Net carrying amount | $ 148,939 | 143,581 | |
Convertible Debt | (Level 1) | 3.25% Convertible Notes, net of discount, due June 2016 | Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Total long-term debt, fair value | 5,163 | 88,281 | |
Convertible Debt | (Level 1) | 6.00% Convertible Notes, net of discount, due September 2017 | Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Total long-term debt, fair value | 9,575 | 107,240 | |
Convertible Debt | (Level 1) | 5.50% Convertible Notes, net of discount, due February 2018 | Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Total long-term debt, fair value | $ 4,403 | 46,028 | |
Senior Notes | 10% Senior Secured Notes, net of discount, due June 2020 | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Interest rate | 10.00% | ||
Senior Notes | 10% Senior Secured Notes, net of discount, due June 2020 | Carrying Amount | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Net carrying amount | $ 650,000 | 638,899 | |
Senior Notes | (Level 1) | 10% Senior Secured Notes, net of discount, due June 2020 | Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Total long-term debt, fair value | $ 175,500 | $ 357,500 |
Subsidiary Guarantor Financia62
Subsidiary Guarantor Financial Information - Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
Condensed Financial Statements, Captions [Line Items] | ||||
Cash and cash equivalents | $ 76,776 | $ 211,685 | $ 156,372 | $ 314,317 |
Trade accounts receivable, net | 49,264 | 44,575 | ||
Inventory | 171,308 | 169,323 | ||
Prepaid expenses and other current assets | 37,815 | 29,332 | ||
Total current assets | 335,163 | 454,915 | ||
Deposits | 31,248 | 31,078 | ||
Property, plant and equipment, net | 1,675,558 | 1,707,970 | ||
Inventory | 24,321 | 25,127 | ||
Intangible assets, net | 207,617 | 215,871 | ||
Investments | 7,852 | 8,801 | ||
Goodwill | 102,808 | 102,808 | ||
Investments in consolidated subsidiaries | 0 | 0 | ||
Intercompany accounts receivable | 0 | 0 | ||
Other non-current assets | 3,077 | 29,416 | ||
Total assets | 2,387,644 | 2,575,986 | ||
Trade accounts payable | 24,841 | 40,842 | ||
Accrued expenses | 28,544 | 33,666 | ||
Interest payable | 5 | 18,300 | ||
Debt and capital lease obligations | 14,241 | 12,560 | ||
Other current liabilities | 8,284 | 4,686 | ||
Total current liabilities | 75,915 | 110,054 | ||
Liabilities subject to compromise | 1,833,331 | 0 | ||
Asset retirement obligation | 10,977 | 17,799 | ||
Deferred tax liabilities | 62,477 | 63,802 | ||
Debt and capital lease obligations | 17,530 | 1,559,781 | ||
Intercompany accounts payable | 0 | 0 | ||
Other non-current liabilities | 11,764 | 20,247 | ||
Total liabilities | 2,011,994 | 1,771,683 | ||
Stockholders’ equity: | ||||
Common stock | 260 | 260 | ||
Additional paid-in capital | 2,248,794 | 2,245,478 | ||
Accumulated other comprehensive income (loss) | 1,402 | (3,323) | (7,412) | (6,451) |
Accumulated deficit | (1,882,310) | (1,445,408) | ||
Total Molycorp stockholders’ equity | 368,146 | 797,007 | ||
Noncontrolling interests | 7,504 | 7,296 | ||
Total stockholders’ equity | 375,650 | 804,303 | 1,218,671 | 1,377,062 |
Total liabilities and stockholders’ equity | 2,387,644 | 2,575,986 | ||
Parent | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 181 | 98,650 | 36,680 | 169,145 |
Trade accounts receivable, net | 0 | 0 | ||
Inventory | 0 | 0 | ||
Prepaid expenses and other current assets | 2,388 | 0 | ||
Total current assets | 2,569 | 98,650 | ||
Deposits | 1,757 | 1,756 | ||
Property, plant and equipment, net | 0 | 0 | ||
Inventory | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Investments | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Investments in consolidated subsidiaries | 0 | 0 | ||
Intercompany accounts receivable | 1,950,859 | 2,063,568 | ||
Other non-current assets | 0 | 16,421 | ||
Total assets | 1,955,185 | 2,180,395 | ||
Trade accounts payable | 0 | 0 | ||
Accrued expenses | 1,848 | 1 | ||
Interest payable | 0 | 17,323 | ||
Debt and capital lease obligations | 0 | 0 | ||
Other current liabilities | 0 | 0 | ||
Total current liabilities | 1,848 | 17,324 | ||
Liabilities subject to compromise | 1,585,174 | |||
Asset retirement obligation | 0 | 0 | ||
Deferred tax liabilities | 0 | 0 | ||
Debt and capital lease obligations | 0 | 1,357,003 | ||
Intercompany accounts payable | 17 | 0 | ||
Other non-current liabilities | 0 | 9,061 | ||
Total liabilities | 1,587,039 | 1,383,388 | ||
Stockholders’ equity: | ||||
Common stock | 260 | 260 | ||
Additional paid-in capital | 2,248,794 | 2,245,478 | ||
Accumulated other comprehensive income (loss) | 1,402 | (3,323) | ||
Accumulated deficit | (1,882,310) | (1,445,408) | ||
Total Molycorp stockholders’ equity | 368,146 | 797,007 | ||
Noncontrolling interests | 0 | 0 | ||
Total stockholders’ equity | 368,146 | 797,007 | ||
Total liabilities and stockholders’ equity | 1,955,185 | 2,180,395 | ||
Guarantor Subsidiaries | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 2,688 | 5,329 | 6,072 | 6,467 |
Trade accounts receivable, net | 1,817 | 1,924 | ||
Inventory | 38,282 | 36,956 | ||
Prepaid expenses and other current assets | 11,688 | 9,673 | ||
Total current assets | 54,475 | 53,882 | ||
Deposits | 29,491 | 29,322 | ||
Property, plant and equipment, net | 1,546,996 | 1,575,670 | ||
Inventory | 24,321 | 25,127 | ||
Intangible assets, net | 344 | 377 | ||
Investments | 0 | 785 | ||
Goodwill | 0 | 0 | ||
Investments in consolidated subsidiaries | 85,087 | 91,672 | ||
Intercompany accounts receivable | 46,935 | 0 | ||
Other non-current assets | 625 | 7,792 | ||
Total assets | 1,788,274 | 1,784,627 | ||
Trade accounts payable | 2,016 | 14,641 | ||
Accrued expenses | 10,746 | 15,705 | ||
Interest payable | 0 | 551 | ||
Debt and capital lease obligations | 3,399 | 3,234 | ||
Other current liabilities | 3,331 | 263 | ||
Total current liabilities | 19,492 | 34,394 | ||
Liabilities subject to compromise | 2,489,763 | |||
Asset retirement obligation | 10,977 | 17,799 | ||
Deferred tax liabilities | 0 | 0 | ||
Debt and capital lease obligations | 17,466 | 146,805 | ||
Intercompany accounts payable | 26,007 | 2,134,041 | ||
Other non-current liabilities | 1,423 | 1,424 | ||
Total liabilities | 2,565,128 | 2,334,463 | ||
Stockholders’ equity: | ||||
Common stock | 0 | 0 | ||
Additional paid-in capital | 132,335 | 132,335 | ||
Accumulated other comprehensive income (loss) | 0 | 0 | ||
Accumulated deficit | (909,189) | (682,171) | ||
Total Molycorp stockholders’ equity | (776,854) | (549,836) | ||
Noncontrolling interests | 0 | 0 | ||
Total stockholders’ equity | (776,854) | (549,836) | ||
Total liabilities and stockholders’ equity | 1,788,274 | 1,784,627 | ||
Non-Guarantor Subsidiaries | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 73,907 | 107,706 | 113,620 | 138,705 |
Trade accounts receivable, net | 47,447 | 42,651 | ||
Inventory | 133,026 | 132,367 | ||
Prepaid expenses and other current assets | 23,739 | 19,659 | ||
Total current assets | 278,119 | 302,383 | ||
Deposits | 0 | 0 | ||
Property, plant and equipment, net | 128,562 | 132,300 | ||
Inventory | 0 | 0 | ||
Intangible assets, net | 207,273 | 215,494 | ||
Investments | 7,852 | 8,016 | ||
Goodwill | 102,808 | 102,808 | ||
Investments in consolidated subsidiaries | 0 | 0 | ||
Intercompany accounts receivable | 155,326 | 0 | ||
Other non-current assets | 2,452 | 5,203 | ||
Total assets | 882,392 | 766,204 | ||
Trade accounts payable | 22,825 | 26,201 | ||
Accrued expenses | 15,950 | 17,960 | ||
Interest payable | 5 | 426 | ||
Debt and capital lease obligations | 10,842 | 9,326 | ||
Other current liabilities | 4,953 | 4,423 | ||
Total current liabilities | 54,575 | 58,336 | ||
Liabilities subject to compromise | 817,249 | |||
Asset retirement obligation | 0 | 0 | ||
Deferred tax liabilities | 62,477 | 63,802 | ||
Debt and capital lease obligations | 64 | 55,973 | ||
Intercompany accounts payable | 37,033 | 658,986 | ||
Other non-current liabilities | 10,341 | 9,762 | ||
Total liabilities | 981,739 | 846,859 | ||
Stockholders’ equity: | ||||
Common stock | 0 | 0 | ||
Additional paid-in capital | 534,440 | 534,440 | ||
Accumulated other comprehensive income (loss) | 1,402 | (3,323) | ||
Accumulated deficit | (642,693) | (619,068) | ||
Total Molycorp stockholders’ equity | (106,851) | (87,951) | ||
Noncontrolling interests | 7,504 | 7,296 | ||
Total stockholders’ equity | (99,347) | (80,655) | ||
Total liabilities and stockholders’ equity | 882,392 | 766,204 | ||
Eliminations | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Trade accounts receivable, net | 0 | 0 | ||
Inventory | 0 | 0 | ||
Prepaid expenses and other current assets | 0 | 0 | ||
Total current assets | 0 | 0 | ||
Deposits | 0 | 0 | ||
Property, plant and equipment, net | 0 | 0 | ||
Inventory | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Investments | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Investments in consolidated subsidiaries | (85,087) | (91,672) | ||
Intercompany accounts receivable | (2,153,120) | (2,063,568) | ||
Other non-current assets | 0 | 0 | ||
Total assets | (2,238,207) | (2,155,240) | ||
Trade accounts payable | 0 | 0 | ||
Accrued expenses | 0 | 0 | ||
Interest payable | 0 | 0 | ||
Debt and capital lease obligations | 0 | 0 | ||
Other current liabilities | 0 | 0 | ||
Total current liabilities | 0 | 0 | ||
Liabilities subject to compromise | (3,058,855) | |||
Asset retirement obligation | 0 | 0 | ||
Deferred tax liabilities | 0 | 0 | ||
Debt and capital lease obligations | 0 | 0 | ||
Intercompany accounts payable | (63,057) | (2,793,027) | ||
Other non-current liabilities | 0 | 0 | ||
Total liabilities | (3,121,912) | (2,793,027) | ||
Stockholders’ equity: | ||||
Common stock | 0 | 0 | ||
Additional paid-in capital | (666,775) | (666,775) | ||
Accumulated other comprehensive income (loss) | (1,402) | 3,323 | ||
Accumulated deficit | 1,551,882 | 1,301,239 | ||
Total Molycorp stockholders’ equity | 883,705 | 637,787 | ||
Noncontrolling interests | 0 | 0 | ||
Total stockholders’ equity | 883,705 | 637,787 | ||
Total liabilities and stockholders’ equity | $ (2,238,207) | $ (2,155,240) | ||
Senior Notes | 10% Senior Secured Notes, net of discount, due June 2020 | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Interest rate | 10.00% |
Subsidiary Guarantor Financia63
Subsidiary Guarantor Financial Information - Condensed Consolidating Statement of Operations and Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Condensed Financial Statements, Captions [Line Items] | |||||
Revenues | $ 113,842 | $ 116,907 | $ 220,266 | $ 235,432 | |
Costs of sales: | |||||
Costs excluding depreciation and amortization | (125,674) | (113,399) | (231,549) | (238,872) | |
Depreciation and amortization | (25,868) | (20,079) | (51,148) | (36,226) | |
Gross loss | (37,700) | (16,571) | (62,431) | (39,666) | |
Operating expenses: | |||||
Selling, general and administrative | (26,253) | (20,424) | (47,710) | (38,379) | |
Depreciation, amortization and accretion | (1,614) | (7,257) | (7,186) | (14,459) | |
Revisions in estimated ARO cash flows | 4,042 | 0 | 4,042 | 0 | $ 0 |
Research and development | (3,484) | (4,483) | (6,625) | (7,249) | |
Operating loss | (65,009) | (48,735) | (119,910) | (99,753) | |
Other (expense) income | (3,017) | 296 | (894) | 770 | |
Gain on conversion of convertible notes | 10,895 | 0 | 10,895 | 0 | |
Interest expense | (54,869) | (41,285) | (101,169) | (76,925) | |
Reorganization items, net (Note 2) | (219,133) | 0 | (219,133) | 0 | |
Interest income (expense) from intercompany notes | 0 | 0 | 0 | 0 | |
Equity loss from consolidated subsidiaries | 0 | 0 | 0 | 0 | |
Loss before income taxes and equity earnings | (331,133) | (89,724) | (430,211) | (175,908) | |
Income tax (expense) benefit | (3,352) | 7,427 | (6,320) | 9,334 | |
Equity in income (loss) of affiliates | 59 | (1,553) | (164) | (3,275) | |
Net loss | (334,426) | (83,850) | (436,695) | (169,849) | |
Net income attributable to noncontrolling interests | 143 | 49 | 207 | 112 | |
Net loss attributable to Molycorp stockholders | (334,569) | (83,899) | (436,902) | (169,961) | |
Net (loss) income | (334,426) | (83,850) | (436,695) | (169,849) | |
Other comprehensive income (loss): | |||||
Foreign currency translation adjustments | (64) | (109) | 4,725 | (961) | |
Comprehensive loss | (334,490) | (83,959) | (431,970) | (170,810) | |
Comprehensive income (loss) attributable to: | |||||
Molycorp stockholders | (334,633) | (84,008) | (432,177) | (170,922) | |
Noncontrolling interest | 143 | 49 | 207 | 112 | |
Comprehensive loss | (334,490) | (83,959) | (431,970) | (170,810) | |
Parent | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Revenues | 0 | 0 | 0 | 0 | |
Costs of sales: | |||||
Costs excluding depreciation and amortization | 0 | 0 | 0 | 0 | |
Depreciation and amortization | 0 | 0 | 0 | 0 | |
Gross loss | 0 | 0 | 0 | 0 | |
Operating expenses: | |||||
Selling, general and administrative | (9,328) | (153) | (13,323) | (393) | |
Depreciation, amortization and accretion | 0 | 0 | 0 | 0 | |
Revisions in estimated ARO cash flows | 0 | 0 | |||
Research and development | 0 | 0 | 0 | 0 | |
Operating loss | (9,328) | (153) | (13,323) | (393) | |
Other (expense) income | 5,835 | 15,149 | (26,007) | (3,122) | |
Gain on conversion of convertible notes | 10,895 | 10,895 | |||
Interest expense | (45,772) | (39,658) | (82,608) | (74,214) | |
Reorganization items, net (Note 2) | (99,174) | (99,174) | |||
Interest income (expense) from intercompany notes | 8,605 | 10,434 | 17,372 | 20,789 | |
Equity loss from consolidated subsidiaries | (205,630) | (79,301) | (244,057) | (122,651) | |
Loss before income taxes and equity earnings | (334,569) | (93,529) | (436,902) | (179,591) | |
Income tax (expense) benefit | 0 | 9,630 | 0 | 9,630 | |
Equity in income (loss) of affiliates | 0 | 0 | 0 | 0 | |
Net loss | (334,569) | (83,899) | (436,902) | (169,961) | |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |
Net loss attributable to Molycorp stockholders | (334,569) | (83,899) | (436,902) | (169,961) | |
Net (loss) income | (334,569) | (83,899) | (436,902) | (169,961) | |
Other comprehensive income (loss): | |||||
Foreign currency translation adjustments | 0 | 0 | 0 | 0 | |
Comprehensive loss | (334,569) | (83,899) | (436,902) | (169,961) | |
Comprehensive income (loss) attributable to: | |||||
Molycorp stockholders | (334,569) | (83,899) | (436,902) | (169,961) | |
Noncontrolling interest | 0 | 0 | 0 | 0 | |
Comprehensive loss | (334,569) | (83,899) | (436,902) | (169,961) | |
Guarantor Subsidiaries | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Revenues | 17,714 | 12,009 | 30,222 | 29,239 | |
Costs of sales: | |||||
Costs excluding depreciation and amortization | (55,976) | (38,490) | (98,457) | (91,869) | |
Depreciation and amortization | (21,919) | (16,031) | (43,046) | (28,158) | |
Gross loss | (60,181) | (42,512) | (111,281) | (90,788) | |
Operating expenses: | |||||
Selling, general and administrative | (7,376) | (10,437) | (15,604) | (18,595) | |
Depreciation, amortization and accretion | 3,104 | (1,057) | 2,191 | (2,102) | |
Revisions in estimated ARO cash flows | 4,042 | 4,042 | |||
Research and development | (123) | (100) | (262) | (243) | |
Operating loss | (60,534) | (54,106) | (120,914) | (111,728) | |
Other (expense) income | 4 | 196 | (104) | 212 | |
Gain on conversion of convertible notes | 0 | 0 | |||
Interest expense | (9,566) | (1,190) | (13,248) | (2,395) | |
Reorganization items, net (Note 2) | (84,883) | (84,883) | |||
Interest income (expense) from intercompany notes | (665) | (510) | (1,276) | (1,014) | |
Equity loss from consolidated subsidiaries | (5,311) | (2,009) | (6,586) | (1,686) | |
Loss before income taxes and equity earnings | (160,955) | (57,619) | (227,011) | (116,611) | |
Income tax (expense) benefit | (3) | 0 | (7) | 0 | |
Equity in income (loss) of affiliates | 0 | (1,592) | 0 | (3,299) | |
Net loss | (160,958) | (59,211) | (227,018) | (119,910) | |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |
Net loss attributable to Molycorp stockholders | (160,958) | (59,211) | (227,018) | (119,910) | |
Net (loss) income | (160,958) | (59,211) | (227,018) | (119,910) | |
Other comprehensive income (loss): | |||||
Foreign currency translation adjustments | 0 | 0 | 0 | 0 | |
Comprehensive loss | (160,958) | (59,211) | (227,018) | (119,910) | |
Comprehensive income (loss) attributable to: | |||||
Molycorp stockholders | (160,958) | (59,211) | (227,018) | (119,910) | |
Noncontrolling interest | 0 | 0 | 0 | 0 | |
Comprehensive loss | (160,958) | (59,211) | (227,018) | (119,910) | |
Non-Guarantor Subsidiaries | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Revenues | 109,827 | 113,319 | 212,304 | 227,051 | |
Costs of sales: | |||||
Costs excluding depreciation and amortization | (83,397) | (83,330) | (155,352) | (167,861) | |
Depreciation and amortization | (3,949) | (4,048) | (8,102) | (8,068) | |
Gross loss | 22,481 | 25,941 | 48,850 | 51,122 | |
Operating expenses: | |||||
Selling, general and administrative | (9,549) | (9,834) | (18,783) | (19,391) | |
Depreciation, amortization and accretion | (4,718) | (6,200) | (9,377) | (12,357) | |
Revisions in estimated ARO cash flows | 0 | 0 | |||
Research and development | (3,361) | (4,383) | (6,363) | (7,006) | |
Operating loss | 4,853 | 5,524 | 14,327 | 12,368 | |
Other (expense) income | (8,856) | (15,049) | 25,217 | 3,680 | |
Gain on conversion of convertible notes | 0 | 0 | |||
Interest expense | 469 | (437) | (5,313) | (316) | |
Reorganization items, net (Note 2) | (35,076) | (35,076) | |||
Interest income (expense) from intercompany notes | (7,940) | (9,924) | (16,096) | (19,775) | |
Equity loss from consolidated subsidiaries | 0 | 0 | 0 | 0 | |
Loss before income taxes and equity earnings | (46,550) | (19,886) | (16,941) | (4,043) | |
Income tax (expense) benefit | (3,349) | (2,203) | (6,313) | (296) | |
Equity in income (loss) of affiliates | 59 | 39 | (164) | 24 | |
Net loss | (49,840) | (22,050) | (23,418) | (4,315) | |
Net income attributable to noncontrolling interests | 143 | 49 | 207 | 112 | |
Net loss attributable to Molycorp stockholders | (49,983) | (22,099) | (23,625) | (4,427) | |
Net (loss) income | (49,840) | (22,050) | (23,418) | (4,315) | |
Other comprehensive income (loss): | |||||
Foreign currency translation adjustments | (64) | (109) | 4,725 | (961) | |
Comprehensive loss | (49,904) | (22,159) | (18,693) | (5,276) | |
Comprehensive income (loss) attributable to: | |||||
Molycorp stockholders | (50,047) | (22,208) | (18,900) | (5,388) | |
Noncontrolling interest | 143 | 49 | 207 | 112 | |
Comprehensive loss | (49,904) | (22,159) | (18,693) | (5,276) | |
Eliminations | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Revenues | (13,699) | (8,421) | (22,260) | (20,858) | |
Costs of sales: | |||||
Costs excluding depreciation and amortization | 13,699 | 8,421 | 22,260 | 20,858 | |
Depreciation and amortization | 0 | 0 | 0 | 0 | |
Gross loss | 0 | 0 | 0 | 0 | |
Operating expenses: | |||||
Selling, general and administrative | 0 | 0 | 0 | 0 | |
Depreciation, amortization and accretion | 0 | 0 | 0 | 0 | |
Revisions in estimated ARO cash flows | 0 | 0 | |||
Research and development | 0 | 0 | 0 | 0 | |
Operating loss | 0 | 0 | 0 | 0 | |
Other (expense) income | 0 | 0 | 0 | 0 | |
Gain on conversion of convertible notes | 0 | 0 | |||
Interest expense | 0 | 0 | 0 | 0 | |
Reorganization items, net (Note 2) | 0 | 0 | |||
Interest income (expense) from intercompany notes | 0 | 0 | 0 | 0 | |
Equity loss from consolidated subsidiaries | 210,941 | 81,310 | 250,643 | 124,337 | |
Loss before income taxes and equity earnings | 210,941 | 81,310 | 250,643 | 124,337 | |
Income tax (expense) benefit | 0 | 0 | 0 | 0 | |
Equity in income (loss) of affiliates | 0 | 0 | 0 | 0 | |
Net loss | 210,941 | 81,310 | 250,643 | 124,337 | |
Net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 | |
Net loss attributable to Molycorp stockholders | 210,941 | 81,310 | 250,643 | 124,337 | |
Net (loss) income | 210,941 | 81,310 | 250,643 | 124,337 | |
Other comprehensive income (loss): | |||||
Foreign currency translation adjustments | 0 | 0 | 0 | 0 | |
Comprehensive loss | 210,941 | 81,310 | 250,643 | 124,337 | |
Comprehensive income (loss) attributable to: | |||||
Molycorp stockholders | 210,941 | 81,310 | 250,643 | 124,337 | |
Noncontrolling interest | 0 | 0 | 0 | 0 | |
Comprehensive loss | $ 210,941 | $ 81,310 | $ 250,643 | $ 124,337 |
Subsidiary Guarantor Financia64
Subsidiary Guarantor Financial Information - Condensed Consolidating Statements of Cash Flows (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Condensed Financial Statements, Captions [Line Items] | ||
Net cash used in operating activities | $ (120,959) | $ (118,248) |
Cash flows from investing activities: | ||
Intercompany advances made | 0 | 0 |
Repayments from non-guarantor | 0 | 0 |
Loans to parent | 0 | |
Loans to guarantors | 0 | |
Loans to non-guarantors | 0 | |
Repayments from parent | 0 | |
Capital expenditures | (14,303) | (44,687) |
Recovery from insurance claims | 0 | 12,900 |
Other investing activities | 947 | (308) |
Net cash used in investing activities | (13,356) | (32,095) |
Cash flows from financing activities: | ||
Repayments of debt | 1,158 | (3,079) |
Payments of preferred dividends | 0 | (2,846) |
Dividend paid to noncontrolling interests | (60) | (1,135) |
Repayments to parent | 0 | 0 |
Repayments to guarantors | 0 | |
Repayments to non-guarantors | 0 | |
Borrowing from parent | 0 | |
Borrowing from guarantors | 0 | |
Borrowing from non-guarantors | 0 | |
Intercompany advances owed | 0 | 0 |
Other financing activities | (1,581) | 164 |
Net cash used in financing activities | (483) | (6,896) |
Effect of exchange rate changes on cash | (111) | (706) |
Net change in cash and cash equivalents | (134,909) | (157,945) |
Cash and cash equivalents at beginning of the period | 211,685 | 314,317 |
Cash and cash equivalents at end of period | 76,776 | 156,372 |
Parent | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net cash used in operating activities | (7,663) | (36,253) |
Cash flows from investing activities: | ||
Intercompany advances made | (99,023) | (141,366) |
Repayments from non-guarantor | 2,447 | 48,000 |
Loans to parent | 0 | |
Loans to guarantors | 0 | |
Loans to non-guarantors | (3,001) | |
Repayments from parent | 0 | |
Capital expenditures | 0 | 0 |
Recovery from insurance claims | 0 | |
Other investing activities | 0 | 0 |
Net cash used in investing activities | (99,577) | (93,366) |
Cash flows from financing activities: | ||
Repayments of debt | 0 | 0 |
Payments of preferred dividends | (2,846) | |
Dividend paid to noncontrolling interests | 0 | 0 |
Repayments to parent | 0 | 0 |
Repayments to guarantors | 0 | |
Repayments to non-guarantors | (2,240) | |
Borrowing from parent | 0 | |
Borrowing from guarantors | 1,700 | |
Borrowing from non-guarantors | 9,095 | |
Intercompany advances owed | 216 | 0 |
Other financing activities | 0 | 0 |
Net cash used in financing activities | 8,771 | (2,846) |
Effect of exchange rate changes on cash | 0 | 0 |
Net change in cash and cash equivalents | (98,469) | (132,465) |
Cash and cash equivalents at beginning of the period | 98,650 | 169,145 |
Cash and cash equivalents at end of period | 181 | 36,680 |
Guarantor Subsidiaries | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net cash used in operating activities | (104,306) | (71,050) |
Cash flows from investing activities: | ||
Intercompany advances made | (608) | 0 |
Repayments from non-guarantor | 7,600 | 0 |
Loans to parent | (1,700) | |
Loans to guarantors | 0 | |
Loans to non-guarantors | 0 | |
Repayments from parent | 0 | |
Capital expenditures | (10,854) | (40,928) |
Recovery from insurance claims | 12,900 | |
Other investing activities | 785 | 0 |
Net cash used in investing activities | (4,777) | (28,028) |
Cash flows from financing activities: | ||
Repayments of debt | 0 | 0 |
Payments of preferred dividends | 0 | |
Dividend paid to noncontrolling interests | 0 | 0 |
Repayments to parent | 0 | 0 |
Repayments to guarantors | 0 | |
Repayments to non-guarantors | 0 | |
Borrowing from parent | 0 | |
Borrowing from guarantors | 0 | |
Borrowing from non-guarantors | 9,000 | |
Intercompany advances owed | 99,023 | 97,822 |
Other financing activities | (1,581) | 861 |
Net cash used in financing activities | 106,442 | 98,683 |
Effect of exchange rate changes on cash | 0 | 0 |
Net change in cash and cash equivalents | (2,641) | (395) |
Cash and cash equivalents at beginning of the period | 5,329 | 6,467 |
Cash and cash equivalents at end of period | 2,688 | 6,072 |
Non-Guarantor Subsidiaries | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net cash used in operating activities | (8,990) | (10,945) |
Cash flows from investing activities: | ||
Intercompany advances made | (216) | 0 |
Repayments from non-guarantor | 0 | 0 |
Loans to parent | (9,095) | |
Loans to guarantors | (9,000) | |
Loans to non-guarantors | 0 | |
Repayments from parent | 2,240 | |
Capital expenditures | (3,449) | (3,759) |
Recovery from insurance claims | 0 | |
Other investing activities | 162 | (308) |
Net cash used in investing activities | (19,358) | (4,067) |
Cash flows from financing activities: | ||
Repayments of debt | 1,158 | (3,079) |
Payments of preferred dividends | 0 | |
Dividend paid to noncontrolling interests | (60) | (1,135) |
Repayments to parent | (2,447) | (48,000) |
Repayments to guarantors | (7,600) | |
Repayments to non-guarantors | 0 | |
Borrowing from parent | 3,001 | |
Borrowing from guarantors | 0 | |
Borrowing from non-guarantors | 0 | |
Intercompany advances owed | 608 | 43,544 |
Other financing activities | 0 | (697) |
Net cash used in financing activities | (5,340) | (9,367) |
Effect of exchange rate changes on cash | (111) | (706) |
Net change in cash and cash equivalents | (33,799) | (25,085) |
Cash and cash equivalents at beginning of the period | 107,706 | 138,705 |
Cash and cash equivalents at end of period | 73,907 | 113,620 |
Eliminations | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net cash used in operating activities | 0 | 0 |
Cash flows from investing activities: | ||
Intercompany advances made | 99,847 | 141,366 |
Repayments from non-guarantor | (10,047) | (48,000) |
Loans to parent | 10,795 | |
Loans to guarantors | 9,000 | |
Loans to non-guarantors | 3,001 | |
Repayments from parent | (2,240) | |
Capital expenditures | 0 | 0 |
Recovery from insurance claims | 0 | |
Other investing activities | 0 | 0 |
Net cash used in investing activities | 110,356 | 93,366 |
Cash flows from financing activities: | ||
Repayments of debt | 0 | 0 |
Payments of preferred dividends | 0 | |
Dividend paid to noncontrolling interests | 0 | 0 |
Repayments to parent | 2,447 | 48,000 |
Repayments to guarantors | 7,600 | |
Repayments to non-guarantors | 2,240 | |
Borrowing from parent | (3,001) | |
Borrowing from guarantors | (1,700) | |
Borrowing from non-guarantors | (18,095) | |
Intercompany advances owed | (99,847) | (141,366) |
Other financing activities | 0 | 0 |
Net cash used in financing activities | (110,356) | (93,366) |
Effect of exchange rate changes on cash | 0 | 0 |
Net change in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of the period | 0 | 0 |
Cash and cash equivalents at end of period | $ 0 | $ 0 |
Asset Retirement Obligation - S
Asset Retirement Obligation - Schedule of Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |||||
Balance at beginning of period | $ 18,119 | $ 17,583 | $ 17,583 | ||
Obligations settled | (375) | (1,549) | |||
Accretion expense | 606 | 1,153 | |||
Revisions in estimated ARO cash flows | $ (4,042) | $ 0 | (4,042) | $ 0 | 0 |
Loss on settlement | 0 | 932 | |||
Balance at end of period | $ 14,308 | $ 14,308 | $ 18,119 |
Asset Retirement Obligation - N
Asset Retirement Obligation - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Asset Retirement Obligation [Line Items] | |||||
Asset Retirement Obligation, Current | $ 3,300 | $ 3,300 | $ 300 | ||
Asset Retirement Obligation, Estimated Future Undiscounted Cash Flows | 89,400 | 89,400 | |||
Revisions in estimated ARO cash flows | $ 4,042 | $ 0 | $ 4,042 | $ 0 | $ 0 |
Minimum | |||||
Asset Retirement Obligation [Line Items] | |||||
Recorded Third-Party Environmental Recoveries, Discount Rate | 5.00% | 5.00% | |||
Maximum | |||||
Asset Retirement Obligation [Line Items] | |||||
Recorded Third-Party Environmental Recoveries, Discount Rate | 20.00% | 20.00% |
Condensed Combined Financial 67
Condensed Combined Financial Information of the Debtors - Debtors' Balance Sheet (Details) - Jun. 30, 2015 - USD ($) $ / shares in Units, $ in Thousands | Total |
ASSETS | |
Cash and cash equivalents | $ 23,912 |
Trade accounts receivable, net | 9,893 |
Inventory | 60,942 |
Prepaid expenses and other current assets | 22,802 |
Total current assets | 117,549 |
Deposits | 31,248 |
Property, plant and equipment, net | 1,553,230 |
Inventory, non-current | 24,321 |
Intangible assets, net | 30,734 |
Investments | 7,045 |
Other non-current assets | 587 |
Investment in Non-Filing Entities | 409,040 |
Intercompany accounts receivable | 131,611 |
Total assets | 2,305,365 |
LIABILITIES AND EQUITY | |
Trade accounts payable | 2,228 |
Accrued expenses | 15,066 |
Debt and capital lease obligations, current | 3,399 |
Other current liabilities | 3,420 |
Total current liabilities | 24,113 |
Liabilities subject to compromise | 1,858,691 |
Asset retirement obligation, net of current portion | 10,977 |
Deferred tax liabilities, non-current | 16,518 |
Debt and capital lease obligations, net of current portion | 17,466 |
Other non-current liabilities | 4,656 |
Intercompany accounts payable | 4,799 |
Total liabilities | 1,937,220 |
Common stock, $0.001 par value | $ 260 |
Common stock, par value | $ 0.001 |
Additional paid-in capital | $ 2,248,793 |
Accumulated other comprehensive income (loss) | 1,402 |
Accumulated deficit | (1,882,310) |
Total equity (or deficit) | 368,145 |
Total liabilities and equity (or deficit) | $ 2,305,365 |
Condensed Combined Financial 68
Condensed Combined Financial Information of the Debtors - Debtors' Statements of Operations and Comprehensive Loss (Details) - Jun. 30, 2015 - USD ($) $ in Thousands | Total | Total |
Reorganizations [Abstract] | ||
Revenues | $ 59,429 | $ 114,703 |
Costs of sales: | ||
Costs excluding depreciation and amortization | (92,303) | (175,024) |
Depreciation and amortization | (22,033) | (43,274) |
Gross loss | (54,907) | (103,595) |
Operating expenses: | ||
Selling, general and administrative | (21,259) | (38,316) |
Depreciation, amortization and accretion | 2,471 | 925 |
Revisions in estimated ARO cash flows | 4,042 | 4,042 |
Research and development | (740) | (1,333) |
Operating loss | (70,393) | (138,277) |
Other income | 21,234 | 21,755 |
Gain on conversion of convertible notes | 10,895 | 10,895 |
Interest expense | (54,967) | (100,748) |
Reorganization items, net | (219,133) | (219,133) |
Interest income on intercompany loans | 198 | 413 |
Loss before income taxes and equity earnings (loss) | (312,166) | (425,095) |
Income tax expense | (647) | (644) |
Equity in income (loss) of affiliates | 62 | (176) |
Net loss and comprehensive loss attributable to Debtors | (312,751) | (425,915) |
Equity in loss of Non-Filing Entities, net of tax | (21,818) | (10,987) |
Net loss attributable to Molycorp stockholders | $ (334,569) | $ (436,902) |
Condensed Combined Financial 69
Condensed Combined Financial Information of the Debtors - Debtors' Statement of Cash Flows (Details) - Jun. 30, 2015 - USD ($) $ in Thousands | Total | Total |
Net Cash Provided by (Used in) Operating Activities [Abstract] | ||
Net loss attributable to Debtors | $ (312,751) | $ (425,915) |
Adjustments to reconcile net loss to net cash from operating activities: | ||
Depreciation, amortization and accretion | 42,349 | |
Deferred income tax expense | 208 | |
Inventory write-downs | 59,430 | |
Stock-based compensation | 2,599 | |
Equity in results of affiliates | (62) | 176 |
PIK interest | 6,136 | |
Gain on conversion of convertible notes | (10,895) | (10,895) |
Non-cash reorganization items, net | 219,133 | |
Revisions in estimated ARO cash flows | (4,042) | (4,042) |
Write-off of debt issuance costs | 11,563 | |
Other operating adjustments | (18,617) | |
Net change in operating assets and liabilities | (2,376) | |
Net cash used in operating activities | (120,251) | |
Cash flows from investing activities: | ||
Capital expenditures | (10,861) | |
Dividends from Non-Filing Entities | 21,329 | |
Other investing activities | 4,135 | |
Net cash used in investing activities | 14,603 | |
Cash flows from financing activities: | ||
Other financing activities | (1,620) | |
Net cash used in financing activities | (1,620) | |
Net change in cash and cash equivalents | (107,268) | |
Cash and cash equivalents at beginning of the period | 131,180 | |
Cash and cash equivalents at end of period | $ 23,912 | $ 23,912 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - USD ($) | Jul. 22, 2015 | Jul. 20, 2015 | Jul. 02, 2015 |
Subsequent Event [Line Items] | |||
Debtor-in-possession financing, interest rate on borrowings, PIK interest | 7.00% | ||
Debtor-in-possession financing, interest rate on borrowings outstanding, payment in cash interest | 7.00% | ||
Default interest, accrual rate, payable in cash | 2.00% | ||
Oaktree Capital Management, Approved July 2, 2015 | |||
Subsequent Event [Line Items] | |||
Debtor-in-possession financing, amount arranged | $ 22,000,000 | ||
Debtor-in-possession financing, original issue discount | 7.00% | ||
Secured Superpriority Debtor-In-Possession Credit Agreement | |||
Subsequent Event [Line Items] | |||
Debtor-in-possession financing, amount arranged | $ 135,400,000 | ||
Debtor-in-possession financing, original issue discount | 4.00% | ||
Oaktree Capital Management, Approved July 22, 2015 | |||
Subsequent Event [Line Items] | |||
Debtor-in-possession financing, amount arranged | $ 113,400,000 | ||
Debtor-in-possession financing, original issue discount | 3.03% |