Equity Method Investments | Equity Method Investments Clean Coal Solutions, LLC As of December 31, 2015 and 2014 , the Company’s ownership in CCS was 42.5% . CCS supplies technology, equipment and technical services to cyclone-fired and other boiler users, but CCS's primary purpose is to put into operation facilities that produce Refined Coal ("RC") that qualifies for tax credits available under Section 45 of the Internal Revenue Code ("Section 45 tax credits"). NexGen Refined Coal, LLC ("NexGen") and GSFS Investments I Corp. (“GSFS”), an affiliate of The Goldman Sachs Group, Inc., also own 42.5% and 15.0% , respectively. GSFS owns Class B units which provide certain preferences over ADA and NexGen as to liquidation and profit distribution, including a guaranteed 15% annual return on GSFS unrecovered investment balance, which is calculated as the original GSFS investment, plus a 15% annual return thereon, less any distributions, including the allocation of Section 45 tax credits. Additionally, on the 10 year anniversary of the date the last RC facility owned by CCS or one of its subsidiaries is placed into service, but no later than December 31, 2021, if the GSFS's unrecovered investment balance has not been reduced to zero, GSFS may require CCS to redeem its Class B units for an amount equal to the then unrecovered investment balance, payable within 180 days of the notice of redemption. GSFS has no further capital call requirements and does not have a voting interest but does have approval rights over certain corporate transactions. However, the Class B units do not have voting rights and ADA and NexGen each maintain a 50% voting interest in CCS. CCS had been determined to be a VIE, however, the Company does not have the power to direct the activities that most significantly impact the VIE’s economic performance and has therefore accounted for the investment under the equity method of accounting. The Company determined the voting partners of CCS have identical voting rights, equity control interests and board control interests, and therefore, concluded that the power to direct the activities that most significantly impact the VIE’s economic performance were shared. The following tables summarize the assets, liabilities and results of operations of CCS: As of December 31, (in thousands) 2015 2014 Current assets $ 41,099 $ 28,701 Non-current assets $ 90,509 $ 52,983 Current liabilities $ 60,987 $ 70,927 Non-current liabilities $ 9,434 $ 22,737 Redeemable Class B equity $ 30,449 $ 45,522 Members deficit attributable to Class A members $ 25,175 $ (63,027 ) Noncontrolling interests $ 5,563 $ 5,525 Years Ended December 31, (in thousands) 2015 2014 2013 Gross margin $ 108,416 $ 89,099 $ 50,941 Operating expenses 23,405 21,502 17,462 Income from operations 85,011 67,597 33,479 Other expenses (2,203 ) (1,830 ) (527 ) Redeemable Class B preferred return (6,157 ) (8,707 ) (10,189 ) Loss attributable to noncontrolling interest 10,675 11,023 — Net income available to Class A members $ 87,326 $ 68,083 $ 22,763 ADES equity earnings from CCS $ 8,651 $ 43,584 $ 13,813 As shown above, the Company reported earnings from its equity investment in CCS of $8.7 million , $43.6 million and $13.8 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. The difference between the Company's proportionate share of CCS's net income (at its equity interest of 42.5% ) as presented in the table below, and the Company's earnings from its CCS equity method investment as reported on its Consolidated Statements of Operations relates to the Company receiving cumulative and non-refundable distributions in excess of its cumulative, proportionate share of CCS's historical net income ("excess distributions"), thereby reducing the carrying value of the Company's equity investment in CCS to zero. In future periods, the Company will continue to report excess distributions as its earnings from CCS until such a time as when its cumulative, proportionate share of CCS's net income equals or exceeds the amount of its cumulative, non-refundable distributions. Thereafter, the Company will recognize its proportionate share of CCS's net income, unless future excess distributions occur, in which case the excess distributions would be recognized as the earnings from CCS. As shown in the table below, the Company’s carrying value in CCS has been reduced to zero in all periods presented, as cumulative, non-refundable cash distributions have exceeded the Company's cumulative, proportionate share of earnings in CCS net income. Therefore, in each of the years ended December 31, 2014 and 2013 , the Company has reported its non-refundable distributions as its earnings from CCS in its Consolidated Statements of Operations. In the Company's Consolidated Statement of Cash Flows, distributions are reported as a return on the Company's equity investment within the operating cash flows section of the Company's Consolidated Statements of Cash Flows until such time as the carrying value in an equity method investee company is reduced to zero; thereafter, such distributions are reported as “distributions in excess of cumulative earnings” within Investing cash flows. The following table shows the Company's investment balance, equity earnings and cash distributions in excess of the investment balance for the years ended December 31, 2013 through December 31, 2015 ( in thousands ). Description Date(s) Investment balance ADES equity earnings (loss) Cash distributions Memo Account: Cash distributions and equity loss in (excess) of investment balance Beginning balance 12/31/2012 $ — $ — $ — $ (8,003 ) ADES proportionate share of income from CCS (1) 2013 activity 8,910 8,910 — — Increase of equity loss in excess of investment balance (prior to cash distributions) 2013 activity (8,003 ) (8,003 ) — 8,003 Current year cash distributions from CCS 2013 activity (13,813 ) — 13,813 — Adjustment for current year cash distributions in excess of investment balance 2013 activity 12,906 12,906 — (12,906 ) Total investment balance, equity earnings (loss) and cash distributions 12/31/2013 $ — $ 13,813 $ 13,813 $ (12,906 ) ADES proportionate share of income from CCS (1) 2014 activity $ 26,613 $ 26,613 $ — $ — Recovery of cash distributions in excess of investment balance (prior to cash distributions) 2014 activity (12,906 ) (12,906 ) — 12,906 Current year cash distributions from CCS 2014 activity (43,584 ) — 43,584 — Adjustment for current year cash distributions in excess of investment balance 2014 activity 29,877 29,877 — (29,877 ) Total investment balance, equity earnings (loss) and cash distributions 12/31/2014 $ — $ 43,584 $ 43,584 $ (29,877 ) ADES proportionate share of income from CCS (1) 2015 activity $ 35,265 $ 35,265 $ — $ — Recovery of cash distributions in excess of investment balance (prior to cash distributions) 2015 activity (29,877 ) (29,877 ) — 29,877 Current year cash distributions from CCS 2015 activity (8,651 ) — 8,651 — Adjustment for current year cash distributions in excess of investment balance 2015 activity 3,263 3,263 — (3,263 ) Total investment balance, equity earnings and cash distributions 12/31/2015 $ — $ 8,651 $ 8,651 $ (3,263 ) (1) The amounts of the Company's 42.5% proportionate share of net income as shown in the table above differ from mathematical calculations of the Company’s 42.5% equity interest in CCS multiplied by the amounts of Net Income available to Class A members as shown in the table above of CCS results of operations due to adjustments related to the Redeemable Class B preferred return and the elimination of CCS earnings attributable to RCM6, of which the Company owned 24.95% during the years ended December 31, 2015 and 2014. As of December 31, 2015 , the Company's future proportionate share of CCS' net income must exceed approximately $3.3 million before the Company can recognize any earnings from CCS, unless future, non-refundable cash distributions occur, in which event such distributions would be recognized as earnings from CCS in the Company's consolidated statement of operations. Additional information related to CCS pursuant to Regulation S-X Rule 3-09 is included within Item 15 of this Form 10-K. Clean Coal Solutions Services, LLC In 2010, the Company, together with NexGen, formed CCSS for the purpose of operating the RC facilities. The Company has determined that CCSS is not a VIE and has evaluated the consolidation analysis under the Voting Interest Model. The Company has a 50% voting and economic interest in CCSS, which is equivalent to the voting and economic interest of NexGen. Therefore, as the Company does not have greater than 50% of the outstanding voting interests, either directly or indirectly, it has accounted for the investment under the equity method of accounting. As of December 31, 2015 and 2014 , the Company’s ownership in CCSS was 50% . The Company’s investment in CCSS as of December 31, 2015 and 2014 was $4.0 million and $4.1 million , respectively. The following tables summarize the assets, liabilities and results of operations of CCSS: As of December 31, (in thousands) 2015 2014 Current assets $ 186,959 $ 215,944 Non-current assets $ 3,704 $ 12,623 Current liabilities $ 92,675 $ 127,858 Non-current liabilities $ 1,366 $ 1,214 Equity $ 7,936 $ 8,298 Noncontrolling interests $ 88,686 $ 91,197 Years Ended December 31, (in thousands) 2015 2014 2013 Gross margin (loss) $ (42,496 ) $ (22,168 ) $ (11,055 ) Operating expenses 161,456 102,757 63,247 Loss from operations (203,952 ) (124,925 ) (74,302 ) Other expenses (118 ) (62 ) (134 ) Loss attributable to noncontrolling interest 213,746 132,237 77,814 Net income $ 9,676 $ 7,250 $ 3,378 ADES equity earnings from CCSS $ 4,838 $ 3,625 $ 1,689 Included within the Consolidated Statement of Operations of CCSS during the years ended December 31, 2015 , 2014 and 2013 were losses related to VIE entities that are consolidated with CCSS of $213.7 million , $132.2 million and $77.8 million , respectively. These losses do not impact the Company's equity earnings from CCSS as 100% of those losses are attributable to a noncontrolling interest, and eliminated in the calculations of CCSS' net income attributable to our interest. CCSS did not meet the significant subsidiary test provided in Regulations S-X Rule 1-02 (w) in that the Company's equity earnings for the year ended December 31, 2015 or the year ended December 31, 2013 did not exceeded 20% of the Company's consolidated income from continuing operations before income taxes. However, CCSS did meet the significant subsidiary test for the year ended December 31, 2014 and therefore additional information related to CCSS pursuant to Regulation S-X Rule 3-09 is included within Item 15 of this Form 10-K. RCM6, LLC On February 10, 2014, the Company purchased a 24.95% membership interest in RCM6, LLC ("RCM6"), which owns and operates a single RC facility that produces RC that qualifies for Section 45 tax credits, from CCS through an up-front payment of $2.4 million and an initial note payable to CCS of $13.3 million , payable over seven years. Due to the payment terms of the note purchase agreement, the note payable periodically adds interest to the note payable balance and as of December 31, 2015 and 2014 , was $14.2 million . In addition to the up front and note payments, the Company is also subject to quarterly capital calls and variable payments based upon differences in originally forecasted RC production as of the purchase date and actual quarterly production. During the years ended December 31, 2015 and 2014 , the Company paid aggregate capital calls and variable payments totaling $2.4 million and $4.2 million , respectively. RCM6 has been determined to be a VIE; however, the Company does not have the power to direct the activities that most significantly impact the variable interest entity’s economic performance and has therefore accounted for the investment under the equity method of accounting. As of December 31, 2015 , the Company’s ownership in RCM6 was 24.95% . The Company’s investment in RCM6 as of December 31, 2015 and 2014 was $13.3 million and $15.4 million , respectively. The following tables summarize the assets, liabilities and results of operations of RCM6: As of December 31, (in thousands) 2015 2014 Current assets $ 12,240 $ 11,566 Non-current assets $ 2,472 $ 2,608 Current liabilities $ 1,489 $ 1,534 Non-current liabilities $ 7,649 $ 7,105 Equity $ 5,574 $ 5,535 Year ended December 31, (in thousands) 2015 2014 Gross margin (loss) $ (7,877 ) $ (8,257 ) Operating expenses 2,178 2,123 Loss from operations (10,055 ) (10,380 ) Other expenses (641 ) (666 ) Net loss $ (10,696 ) $ (11,046 ) ADES equity loss from RCM6 $ (4,568 ) $ (4,497 ) The purchase of RCM6 resulted in the Company recording a basis difference related to property, plant and equipment and identifiable intangible assets. The amount by which the total of the Company's investment in RCM6 exceeded is proportionate share of the investee's net assets, recorded within the Equity method investments line item in the Consolidated Balance Sheets as of December 31, 2015 is $11.9 million . The difference between the Company's proportionate share of RCM6's net loss and the Company's equity losses noted above relates to this depreciation and amortization. For the years ended December 31, 2015 and 2014 , the Company decreased its equity method earnings in RCM6 by $1.9 million and $1.7 million , respectively, due to the basis difference. As further discussed in Note 22 , during March 2016, the Company sold its entire ownership interest in RCM6 to a third party who already owned a portion of RCM6. Additional information related to RCM6 pursuant to Regulation S-X Rule 3-09 is included within Item 15 of this Form 10-K. The following table details the carrying value of the Company's respective equity method investments included within the Equity method investments line item on the Consolidated Balance Sheets and indicates the Company's maximum exposure to loss: As of December 31, (in thousands) 2015 2014 Equity method investment in CCS $ — $ — Equity method investment in CCSS 3,968 4,149 Equity method investment in RCM6 13,264 15,435 Total equity method investments $ 17,232 $ 19,584 The Company evaluates the investments for impairment whenever events or changes in circumstances indicate that the carrying amount of the investment might not be recoverable. No impairments were recorded during the years ended December 31, 2015 , 2014 and 2013 , respectively. The following table details the components of the Company's respective earnings or loss from equity method investments included within the Earnings from equity method investments line item on the Consolidated Statements of Operations : Year ended December 31, (in thousands) 2015 2014 2013 Earnings from CCS $ 8,651 $ 43,584 $ 13,813 Earnings from CCSS 4,838 3,625 1,689 Loss from RCM6 (4,568 ) (4,497 ) — Earnings from equity method investments $ 8,921 $ 42,712 $ 15,502 The following table details the components of additional cash investments related to the Company's respective equity method investments included within the Consolidated Statements of Cash Flows : Year ended December 31, (in thousands) 2015 2014 2013 Purchase of RCM6 interest from CCS $ — $ 3,153 $ — Contributions to RCM6 2,398 3,478 — Purchase of and contributions to equity method investments $ 2,398 $ 6,631 $ — The following table details the components of the cash distributions from the Company's respective equity method investments included within the Consolidated Statements of Cash Flows . Distributions from equity method investees are reported on our Consolidated Statements of Cash Flows as “return on investment” within Operating cash flows until such time as the carrying value in an equity method investee company is reduced to zero; thereafter, such distributions are reported as “distributions in excess of cumulative earnings” within Investing cash flows. Year ended December 31, (in thousands) 2015 2014 2013 Distributions from equity method investees, return on investment CCSS $ 5,019 $ 2,509 $ 5 Included in Operating Cash Flows $ 5,019 $ 2,509 $ 5 Distributions from equity method investees in excess of cumulative earnings CCS $ 8,651 $ 43,584 $ 13,813 Included in Investing Cash Flows $ 8,651 $ 43,584 $ 13,813 |