Equity Method Investments | Equity Method Investments Tinuum Group, LLC As of December 31, 2017 and 2016 , the Company’s ownership in Tinuum Group was 42.5% . Tinuum Group supplies technology, equipment and technical services to cyclone-fired and other boiler users, but its primary purpose is to place into operation facilities that produce and sell RC that lower emissions and therefore qualifies for Section 45 tax credits. NexGen Refined Coal, LLC ("NexGen") and GSFS Investments I Corp. (“GSFS”), an affiliate of The Goldman Sachs Group, Inc. ("GS"), own the remaining 42.5% and 15.0% , respectively of Tinuum Group. GSFS' ownership interest is in the form of 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 to the members. Additionally, on the 10 -year anniversary of the date the last RC facility owned by Tinuum Group or one of its subsidiaries is placed into service, but no later than December 31, 2021, if GSFS's unrecovered investment balance has not been reduced to zero, GSFS may require Tinuum Group 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 Tinuum Group. In February 2018, the unrecovered investment balance associated with the Class B units was repaid in full. The Company has determined that Tinuum Group is a VIE, however, the Company does not have the power to direct the activities that most significantly impact Tinuum Group's economic performance and has therefore accounted for the investment under the equity method of accounting. The Company determined the voting partners of Tinuum Group 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 Tinuum Group's economic performance was shared. The following tables summarize the assets, liabilities and results of operations of Tinuum Group: As of December 31, (in thousands) 2017 2016 Current assets $ 31,068 $ 24,584 Non-current assets $ 75,592 $ 83,621 Current liabilities $ 48,280 $ 43,117 Non-current liabilities $ 8,350 $ 11,456 Redeemable Class B equity $ 821 $ 18,250 Members equity attributable to Class A members $ 40,452 $ 26,475 Noncontrolling interests $ 8,757 $ 8,907 Years Ended December 31, (in thousands) 2017 2016 2015 Gross profit $ 95,552 $ 92,305 $ 108,416 Operating, selling, general and administrative expenses 22,958 23,662 23,405 Income from operations 72,594 68,643 85,011 Other expenses (4,520 ) (8,775 ) (2,203 ) Class B preferred return (1,712 ) (3,901 ) (6,157 ) Loss attributable to noncontrolling interest 43,474 27,234 10,675 Net income available to Class A members $ 109,836 $ 83,201 $ 87,326 ADES equity earnings from Tinuum Group $ 48,875 $ 41,650 $ 8,651 As shown above, the Company reported earnings from its equity investment in Tinuum Group of $48.9 million , $41.7 million and $8.7 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. As shown in the table below, the Company’s carrying value in Tinuum Group was reduced to zero for all years presented as cumulative cash distributions received from Tinuum Group exceeded the Company's pro-rata share of cumulative earnings in Tinuum Group. The carrying value of the Company's investment in Tinuum Group shall remain zero as long as the cumulative amount of distributions received from Tinuum Group continues to exceed the Company's cumulative pro-rata share of Tinuum Group's net income available to Class A members. For periods during which the ending balance of the Company's investment in Tinuum Group is zero , the Company only recognizes equity earnings from Tinuum Group to the extent that cash distributions are received from Tinuum Group during the period. For periods during which the ending balance of the Company's investment is greater than zero (e.g., when the cumulative earnings in Tinuum Group exceeds cumulative cash distributions received), the Company recognizes its pro-rata share of Tinuum Group's net income available to Class A members for the period, less any amount necessary to recover the cumulative earnings short-fall balance as of the end of the immediately preceding period. As of December 31, 2017 , the Company's carrying value in Tinuum Group has been reduced to zero , as the cumulative cash distributions received from Tinuum Group have exceeded the Company's pro-rata share of cumulative earnings in Tinuum Group. If Tinuum Group subsequently reports net income, the Company will not record its pro-rata share of such net income until the cumulative share of pro-rata income equals or exceeds the amount of its cumulative income recognized due to the receipt of cash distributions. Until such time, the Company will only report income from Tinuum Group to the extent of cash distributions received during the period. Thus, the amount of equity earnings or loss reported on the Consolidated Statement of Operations may differ from a mathematical calculation of earnings or loss attributable to the equity interest based upon the factor of the equity interest and the net income or loss available to Class A members as shown on Tinuum Group’s statement of operations. Additionally, for periods during which the carrying value of the Company's investment in Tinuum Group is greater than zero, distributions from Tinuum Group are reported on the Consolidated Statements of Cash Flows as "Distributions from equity method investees, return on investment" within Operating cash flows. For periods during which the carrying value of the Company's investment in Tinuum Group is zero, such cash distributions are reported on the Consolidated Statements of Cash Flows as "Distributions from equity method investees in excess of investment basis" within Investing cash flows. The following table presents the Company's investment balance, equity earnings, cash distributions and cash distributions in excess of the investment balance for the years ended December 31, 2015 through December 31, 2017 ( in thousands ): Description Date(s) Investment balance ADES equity earnings (loss) Cash distributions Memorandum Account: Cash distributions and equity loss in (excess) of investment balance Beginning balance 12/31/2014 $ — $ — $ — $ (29,877 ) ADES proportionate share of net income from Tinuum Group (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 Cash distributions from Tinuum Group 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 (loss) and cash distributions 12/31/2015 $ — $ 8,651 $ 8,651 $ (3,263 ) ADES proportionate share of net income from Tinuum Group (1) 2016 activity $ 35,019 $ 35,019 $ — $ — Recovery of cash distributions in excess of investment balance (prior to cash distributions) 2016 activity (3,263 ) (3,263 ) — 3,263 Cash distributions from Tinuum Group 2016 activity (41,650 ) — 41,650 — Adjustment for current year cash distributions in excess of investment balance 2016 activity 9,894 9,894 — (9,894 ) Total investment balance, equity earnings (loss) and cash distributions 12/31/2016 $ — $ 41,650 $ 41,650 $ (9,894 ) ADES proportionate share of net income from Tinuum Group (1) 2017 activity $ 46,551 $ 46,551 $ — $ — Recovery of cash distributions in excess of investment balance (prior to cash distributions) 2017 activity (9,894 ) (9,894 ) — 9,894 Cash distributions from Tinuum Group 2017 activity (48,875 ) — 48,875 — Adjustment for current year cash distributions in excess of investment balance 2017 activity 12,218 12,218 — (12,218 ) Total investment balance, equity earnings and cash distributions 12/31/2017 $ — $ 48,875 $ 48,875 $ (12,218 ) (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 Tinuum Group multiplied by the amounts of Net Income available to Class A members as shown in the table above of Tinuum Group's results of operations due to adjustments related to the Class B preferred return and the elimination of Tinuum Group's earnings attributable to RCM6, of which the Company owned 24.95% during the year ended December 31, 2015 and for the period from January 1 through March 3, 2016. As noted below, the Company sold its interest in RCM6 on March 3, 2016. Additional information related to Tinuum Group pursuant to Regulation S-X Rule 3-09 ("Rule 3-09") of the Securities and Exchange Act of 1934 (the "Exchange Act") is included within Item 15 - "Exhibits and Financial Statement Schedules" ("Item 15") of this Form 10-K. Tinuum Services, LLC In 2010, the Company, together with NexGen, formed Tinuum Services for the purpose of operating and maintaining RC facilities, including those RC facilities leased or sold to third parties. The Company has determined that Tinuum Services 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 Tinuum Services, which is equivalent to the voting and economic interest of NexGen. Therefore, as the Company does not hold 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, 2017 and 2016 , the Company’s 50% investment in Tinuum Services was $4.3 million and $4.0 million , respectively. The following tables summarize the assets, liabilities and results of operations of Tinuum Services: As of December 31, (in thousands) 2017 2016 Current assets $ 546,681 $ 278,001 Non-current assets $ 98,640 $ 3,426 Current liabilities $ 178,376 $ 97,093 Non-current liabilities $ 75,717 $ 1,488 Equity $ 8,569 $ 7,918 Noncontrolling interests $ 382,659 $ 174,928 Years Ended December 31, (in thousands) 2017 2016 2015 Gross loss $ (64,796 ) $ (54,644 ) $ (42,496 ) Operating, selling, general and administrative expenses 147,917 134,782 161,456 Loss from operations (212,713 ) (189,426 ) (203,952 ) Other expenses (68 ) (56 ) (118 ) Loss attributable to noncontrolling interest 222,707 198,464 213,746 Net income $ 9,926 $ 8,982 $ 9,676 ADES equity earnings from Tinuum Services $ 4,963 $ 4,491 $ 4,838 Included within the Consolidated Statement of Operations of Tinuum Services during the years ended December 31, 2017 , 2016 and 2015 were losses related to VIE entities that are consolidated within Tinuum Services of $222.7 million , $198.5 million and $213.7 million , respectively. These losses do not impact the Company's equity earnings from Tinuum Services as 100% of those losses are attributable to a noncontrolling interest and eliminated in the calculations of Tinuum Services' net income attributable to the Company's interest. Other On March 3, 2016, the Company sold its 24.95% membership interest in RCM6 for a cash payment of $1.8 million and the assumption, by the buyer, of an outstanding note payable made (the ("RCM6 Note Payable") by the Company in connection with its purchase of RCM6 membership interests from Tinuum Group. In doing so, the Company recognized a gain on the sale of $2.1 million for the year ended December 31, 2016 , which is included within the Other line item in the Consolidated Statements of Operations . As a result of the sale of its ownership interest, the Company ceased to be a member of RCM6 and, as such, is no longer subject to any quarterly capital calls and variable payments to RCM6. In addition, the Company has no future obligations related to the RCM6 Note Payable. However, the Company still receives its pro-rata share of income and cash distributions through its ownership in Tinuum Group based on the RCM6 lease payments made to Tinuum Group. Prior to the sale of its ownership interest, the Company recognized equity losses related to its investment in RCM6 of $0.6 million for the three months ended March 31, 2016. On July 27, 2017, the Company obtained a 50% membership interest in GWN Manager in exchange for a capital contribution of $0.1 million . GWN Manager subsequently purchased a 0.2% membership interest in a subsidiary of Tinuum Group, which owns a single RC facility that produces RC that qualifies for Section 45 tax credits. Tinuum Group sold 49.9% of the subsidiary that owns the RC facility to an unrelated third party and retained ownership of the remaining 49.9% . GWN Manager is subject to monthly capital calls based on estimated working capital needs. The Company has determined that GWN Manager is not a VIE and has evaluated the consolidation analysis under the Voting Interest Model. Because the Company does not own greater than 50% of the outstanding voting shares, either directly or indirectly, it has accounted for its investment in GWN Manager under the equity method of accounting. As December 31, 2017 , the Company's ownership in GWN Manager was 50% . The Company's investment in GWN Manager as of December 31, 2017 , was $0.1 million . 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) 2017 2016 Equity method investment in Tinuum Group $ — $ — Equity method investment in Tinuum Services 4,284 3,959 Equity method investment in other 67 — Total equity method investments $ 4,351 $ 3,959 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, 2017 , 2016 and 2015 . 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) 2017 2016 2015 Earnings from Tinuum Group $ 48,875 $ 41,650 $ 8,651 Earnings from Tinuum Services 4,963 4,491 4,838 Earnings (losses) from other 5 (557 ) (4,568 ) Earnings from equity method investments $ 53,843 $ 45,584 $ 8,921 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 the 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) 2017 2016 2015 Distributions from equity method investees, return on investment Tinuum Group (1) $ — $ 3,400 $ — Tinuum Services 4,638 4,500 5,019 Included in Operating Cash Flows $ 4,638 $ 7,900 $ 5,019 Distributions from equity method investees in excess of cumulative earnings Tinuum Group $ 48,875 $ 38,250 $ 8,651 Included in Investing Cash Flows $ 48,875 $ 38,250 $ 8,651 (1) During the three months ended March 31, 2016, the Company's cumulative share of pro-rata Tinuum Group's net income available to Class A members exceeded the amount of its cumulative earnings recognized due to cash being distributed. As such, the Company recognized $3.4 million as "return on investment." During the years ended December 31, 2017 , 2016 and 2015 , the Company, in the aggregate, made purchases of and contributions to equity method investments of $0.1 million , $0.2 million and $2.4 million , respectively. |