Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 21, 2020 | Jun. 30, 2019 | |
Cover page. | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 001-35416 | ||
Entity Registrant Name | U.S. Silica Holdings, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 26-3718801 | ||
Entity Address, Address Line One | 24275 Katy Freeway, Suite 600 | ||
Entity Address, City or Town | Katy | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 77494 | ||
City Area Code | 281 | ||
Title of 12(b) Security | Common Stock, par value $0.01 per share | ||
Local Phone Number | 258-2170 | ||
Trading Symbol | SLCA | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Interactive Data Current | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 905,828,280 | ||
Entity Common Stock, Shares Outstanding | 73,750,501 | ||
Documents Incorporated by Reference | Certain sections of the Proxy Statement for the 2020 Annual Meeting of Shareholders for U.S. Silica Holdings, Inc. (the “2020 Proxy Statement”) are incorporated by reference in Part III of this Annual Report on Form 10-K where indicated. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001524741 | ||
Current Fiscal Year End Date | --12-31 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current Assets: | ||
Cash and cash equivalents | $ 185,740 | $ 202,498 |
Accounts receivable, net | 182,238 | 215,486 |
Inventories, net | 124,432 | 162,087 |
Prepaid expenses and other current assets | 16,155 | 17,966 |
Income tax deposits | 475 | 2,200 |
Total current assets | 509,040 | 600,237 |
Property, plant and mine development, net | 1,517,587 | 1,826,303 |
Operating lease right-of-use assets | 53,098 | |
Goodwill | 273,524 | 261,340 |
Intangible assets, net | 183,815 | 194,626 |
Other assets | 16,170 | 18,334 |
Total assets | 2,553,234 | 2,900,840 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 248,237 | 216,400 |
Current portion of operating lease liabilities | 53,587 | |
Current portion of long-term debt | 18,463 | 13,327 |
Current portion of deferred revenue | 15,111 | 31,612 |
Total current liabilities | 335,398 | 261,339 |
Long-term debt, net | 1,213,985 | 1,246,428 |
Deferred revenue | 35,523 | 81,707 |
Liability for pension and other post-retirement benefits | 58,453 | 57,194 |
Deferred income taxes, net | 38,585 | 137,239 |
Operating lease liabilities | 117,964 | |
Other long-term obligations | 36,746 | 64,629 |
Total liabilities | 1,836,654 | 1,848,536 |
Commitments and Contingencies (Note Q) | ||
Stockholders’ Equity: | ||
Preferred stock, $0.01 par value, 10,000,000 shares authorized; zero issued and outstanding at December 31, 2019 and 2018 | 0 | 0 |
Common stock, $0.01 par value, 500,000,000 shares authorized; 82,601,926 issued and 73,601,950 outstanding at December 31, 2019; 81,811,977 issued and 73,148,853 outstanding at December 31, 2018 | 823 | 818 |
Additional paid-in capital | 1,185,116 | 1,169,383 |
Retained (deficit) earnings | (279,956) | 67,854 |
Treasury stock, at cost, 8,999,976 and 8,663,124 shares at December 31, 2019 and 2018, respectively | (180,912) | (178,215) |
Accumulated other comprehensive loss | (19,854) | (15,020) |
Total U.S. Silica Holdings, Inc. stockholders’ equity | 705,217 | 1,044,820 |
Non-controlling interest | 11,363 | 7,484 |
Total stockholders' equity | 716,580 | 1,052,304 |
Total liabilities and stockholders’ equity | $ 2,553,234 | $ 2,900,840 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock authorized (shares) | 10,000,000 | 10,000,000 |
Preferred stock issued (shares) | 0 | 0 |
Preferred stock outstanding (shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock authorized (shares) | 500,000,000 | 500,000,000 |
Common stock issued (shares) | 82,601,926 | 81,811,977 |
Common stock outstanding (shares) | 73,601,950 | 73,148,853 |
Treasury stock, at cost (shares) | 8,999,976 | 8,663,124 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Sales: | |||||||||||
Total sales | $ 1,474,477 | $ 1,577,298 | $ 1,240,851 | ||||||||
Cost of sales (excluding depreciation, depletion and amortization): | |||||||||||
Total cost of sales (excluding depreciation, depletion and amortization) | 1,133,293 | 1,163,129 | 866,820 | ||||||||
Operating expenses: | |||||||||||
Selling, general and administrative | $ 37,325 | $ 40,208 | $ 38,659 | $ 34,656 | $ 32,168 | $ 37,980 | $ 42,232 | $ 34,591 | 150,848 | 146,971 | 107,056 |
Depreciation, depletion and amortization | 42,819 | 47,126 | 44,899 | 44,600 | 46,527 | 37,150 | 36,563 | 28,592 | 179,444 | 148,832 | 97,233 |
Goodwill and other asset impairments | 363,717 | 130 | 0 | 0 | 265,715 | 0 | 16,184 | 0 | 363,847 | 281,899 | 0 |
Total operating expenses | 443,861 | 87,464 | 83,558 | 79,256 | 344,410 | 75,130 | 94,979 | 63,183 | 694,139 | 577,702 | 204,289 |
Operating (loss) income | (362,764) | (9,283) | 17,136 | 1,956 | (274,068) | 25,706 | 39,609 | 45,220 | (352,955) | (163,533) | 169,742 |
Other (expense) income: | |||||||||||
Interest expense | (22,996) | (24,733) | (23,765) | (23,978) | (21,281) | (21,999) | (20,214) | (7,070) | (95,472) | (70,564) | (31,342) |
Other income (expense), net, including interest income | 443 | 3,280 | 15,074 | 722 | 1,336 | 1,062 | 1,081 | 665 | 19,519 | 4,144 | (1,874) |
Total other expense | (22,553) | (21,453) | (8,691) | (23,256) | (19,945) | (20,937) | (19,133) | (6,405) | (75,953) | (66,420) | (33,216) |
(Loss) income before income taxes | (385,317) | (30,736) | 8,445 | (21,300) | (294,013) | 4,769 | 20,476 | 38,815 | (428,908) | (229,953) | 136,526 |
Income tax benefit | 91,892 | 7,671 | (2,384) | 1,972 | 37,938 | 1,547 | (2,832) | (7,521) | 99,151 | 29,132 | 8,680 |
Net (loss) income | (293,425) | (23,065) | 6,061 | (19,328) | (256,075) | 6,316 | 17,644 | 31,294 | (329,757) | (200,821) | 145,206 |
Less: Net loss attributable to non-controlling interest | (554) | (28) | (89) | (4) | (13) | 0 | 0 | 0 | (675) | (13) | 0 |
Net (loss) income attributable to U.S. Silica Holdings, Inc. | $ (292,871) | $ (23,037) | $ 6,150 | $ (19,324) | $ (256,062) | $ 6,316 | $ 17,644 | $ 31,294 | $ (329,082) | $ (200,808) | $ 145,206 |
(Loss) earnings per share attributable to U.S. Silica Holdings, Inc.: | |||||||||||
Basic (in dollars per share) | $ (4) | $ (0.31) | $ 0.08 | $ (0.26) | $ (3.44) | $ 0.08 | $ 0.23 | $ 0.39 | $ (4.49) | $ (2.63) | $ 1.79 |
Diluted (in dollars per share) | $ (4) | $ (0.31) | $ 0.08 | $ (0.26) | $ (3.44) | $ 0.08 | $ 0.22 | $ 0.39 | $ (4.49) | $ (2.63) | $ 1.77 |
Weighted average shares outstanding: | |||||||||||
Basic (shares) | 73,343 | 73,328 | 73,301 | 73,040 | 74,485 | 77,365 | 77,784 | 79,496 | 73,253 | 76,453 | 81,051 |
Diluted (shares) | 73,253 | 76,453 | 81,960 | ||||||||
Dividends declared per share (in dollars per share) | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.25 | $ 0.25 | $ 0.25 |
Product | |||||||||||
Sales: | |||||||||||
Total sales | $ 280,594 | $ 287,977 | $ 303,041 | $ 296,860 | $ 293,419 | $ 348,635 | $ 345,957 | $ 294,788 | $ 1,168,472 | $ 1,282,799 | $ 1,010,394 |
Cost of sales (excluding depreciation, depletion and amortization): | |||||||||||
Total cost of sales (excluding depreciation, depletion and amortization) | 212,905 | 226,797 | 225,473 | 234,916 | 241,624 | 270,370 | 236,236 | 207,239 | 900,091 | 955,469 | 714,521 |
Service | |||||||||||
Sales: | |||||||||||
Total sales | 58,465 | 73,837 | 91,813 | 81,890 | 63,961 | 74,537 | 81,476 | 74,525 | 306,005 | 294,499 | 230,457 |
Cost of sales (excluding depreciation, depletion and amortization): | |||||||||||
Total cost of sales (excluding depreciation, depletion and amortization) | $ 45,057 | $ 56,836 | $ 68,687 | $ 62,622 | $ 45,414 | $ 51,966 | $ 56,609 | $ 53,671 | $ 233,202 | $ 207,660 | $ 152,299 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||||||||||
Net (loss) income | $ (293,425) | $ (23,065) | $ 6,061 | $ (19,328) | $ (256,075) | $ 6,316 | $ 17,644 | $ 31,294 | $ (329,757) | $ (200,821) | $ 145,206 |
Other comprehensive (loss) income: | |||||||||||
Unrealized loss on derivatives (net of tax of $(456), $(470), and $(27) for 2019, 2018, and 2017, respectively) | (1,432) | (1,545) | (44) | ||||||||
Foreign currency translation adjustment (net of tax of $(60), $(196), and $2 for 2019, 2018 and 2017, respectively) | (188) | (614) | (6) | ||||||||
Pension and other post-retirement benefits liability adjustment (net of tax of $(1,024), $339, and $1,205 for 2019, 2018 and 2017, respectively) | (3,214) | 1,065 | 2,000 | ||||||||
Comprehensive (loss) income | (334,591) | (201,915) | 147,156 | ||||||||
Less: Comprehensive loss attributable to non-controlling interest | (675) | (13) | 0 | ||||||||
Comprehensive (loss) income attributable to U.S. Silica Holdings, Inc. | $ (333,916) | $ (201,902) | $ 147,156 |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Tax expense (benefit) on unrealized gain (loss) on derivatives | $ (456) | $ (470) | $ (27) |
Tax expense (benefit) on foreign currency translation adjustment | (60) | (196) | 2 |
Tax (expense) benefit on pension and other post-retirement benefits liability adjustment | $ (1,024) | $ 339 | $ 1,205 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Total U.S. Silica Holdings Inc., Stockholders’ Equity | Common Stock | Treasury Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Non-controlling Interest |
Beginning Balance at Dec. 31, 2016 | $ 1,273,290 | $ 1,273,290 | $ 811 | $ (3,869) | $ 1,129,051 | $ 163,173 | $ (15,876) | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net (loss) income | 145,206 | 145,206 | 145,206 | |||||
Unrealized loss on derivatives | (44) | (44) | (44) | |||||
Foreign currency translation adjustment | (6) | (6) | (6) | |||||
Pension and post-retirement liability | 2,000 | 2,000 | 2,000 | |||||
Cash dividend declared ($0.25 per share for 2019, 2018 and 2017, respectively) | (20,387) | (20,387) | (20,387) | |||||
Common stock-based compensation plans activity: | ||||||||
Equity-based compensation | 25,050 | 25,050 | 25,050 | |||||
Proceeds from options exercised | 798 | 798 | 1,190 | (392) | ||||
Issuance of restricted stock | 0 | 1,859 | (1,859) | |||||
Shares withheld for tax payments related to vested restricted stock and stock units | (4,379) | (4,379) | 1 | 386 | (4,766) | |||
Repurchase of common stock | (25,022) | (25,022) | (25,022) | |||||
Ending Balance at Dec. 31, 2017 | 1,396,506 | 1,396,506 | 812 | (25,456) | 1,147,084 | 287,992 | (13,926) | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net (loss) income | (200,821) | (200,808) | (200,808) | (13) | ||||
Unrealized loss on derivatives | (1,545) | (1,545) | (1,545) | |||||
Foreign currency translation adjustment | (614) | (614) | (614) | |||||
Pension and post-retirement liability | 1,065 | 1,065 | 1,065 | |||||
Cash dividend declared ($0.25 per share for 2019, 2018 and 2017, respectively) | (19,330) | (19,330) | (19,330) | |||||
Contributions from non-controlling interest | 7,497 | 7,497 | ||||||
Common stock-based compensation plans activity: | ||||||||
Equity-based compensation | 22,337 | 22,337 | 22,337 | |||||
Proceeds from options exercised | 61 | 61 | 93 | (32) | ||||
Shares withheld for tax payments related to vested restricted stock and stock units | (4,383) | (4,383) | 6 | (4,383) | (6) | |||
Repurchase of common stock | (148,469) | (148,469) | (148,469) | |||||
Ending Balance at Dec. 31, 2018 | 1,052,304 | 1,044,820 | 818 | (178,215) | 1,169,383 | 67,854 | (15,020) | 7,484 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net (loss) income | (329,757) | (329,082) | (329,082) | (675) | ||||
Unrealized loss on derivatives | (1,432) | (1,432) | (1,432) | |||||
Foreign currency translation adjustment | (188) | (188) | (188) | |||||
Pension and post-retirement liability | (3,214) | (3,214) | (3,214) | |||||
Cash dividend declared ($0.25 per share for 2019, 2018 and 2017, respectively) | (18,728) | (18,728) | (18,728) | |||||
Contributions from non-controlling interest | 4,554 | 4,554 | ||||||
Common stock-based compensation plans activity: | ||||||||
Equity-based compensation | 15,906 | 15,906 | 15,906 | |||||
Proceeds from options exercised | 128 | 128 | 296 | (168) | ||||
Shares withheld for tax payments related to vested restricted stock and stock units | (2,993) | (2,993) | 5 | (2,993) | (5) | |||
Ending Balance at Dec. 31, 2019 | $ 716,580 | $ 705,217 | $ 823 | $ (180,912) | $ 1,185,116 | $ (279,956) | $ (19,854) | $ 11,363 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Stockholders' Equity [Abstract] | |||||||||||
Cash dividend declared (in dollars per share) | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.25 | $ 0.25 | $ 0.25 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Operating activities: | |||
Net (loss) income | $ (329,757) | $ (200,821) | $ 145,206 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation, depletion and amortization | 179,444 | 148,832 | 97,233 |
Goodwill and other asset impairments | 363,847 | 281,899 | 0 |
Debt issuance amortization | 5,597 | 4,044 | 1,382 |
Original issue discount amortization | 1,053 | 832 | 372 |
Gain on valuation change of royalty note payable | (16,854) | 0 | 0 |
Inventory step-up adjustments | 22,373 | 20,107 | 3,812 |
Deferred income taxes | (101,682) | (31,070) | (20,601) |
Deferred revenue | (74,910) | (36,720) | 28,438 |
(Loss) gain on disposal of property, plant and equipment | 1,573 | (5,170) | 415 |
Equity-based compensation | 15,906 | 22,337 | 25,050 |
Bad debt provision, net of recoveries | 3,466 | 315 | 1,529 |
Other | (12,042) | (13,536) | 13,929 |
Changes in operating assets and liabilities, net of effects of acquisitions: | |||
Accounts receivable | 33,837 | 56,815 | (110,920) |
Inventories | 11,182 | (7,022) | (8,637) |
Prepaid expenses and other current assets | 8,547 | (2,678) | 8,787 |
Income taxes | 1,725 | (3,764) | 1,469 |
Accounts payable and accrued expenses | 21,024 | 26,907 | 43,654 |
Short-term and long-term obligations-vendor incentives | 4,021 | 52,806 | 0 |
Liability for pension and other post-retirement benefits | 2,734 | 4,608 | (705) |
Other noncurrent assets and liabilities | 2,962 | (8,015) | (8,400) |
Net cash provided by operating activities | 144,046 | 310,706 | 222,013 |
Investing activities: | |||
Capital expenditures | (118,357) | (339,815) | (368,479) |
Capitalized intellectual property costs | (3,932) | (10,046) | (3,586) |
Acquisition of businesses, net of cash acquired | 0 | (743,249) | (119,801) |
Proceeds from sale of property, plant and equipment | 1,896 | 26,231 | 337 |
Net cash used in investing activities | (120,393) | (1,066,879) | (491,529) |
Financing activities: | |||
Dividends paid | (18,592) | (19,912) | (20,377) |
Repurchase of common stock | 0 | (148,469) | (25,022) |
Proceeds from options exercised | 128 | 61 | 798 |
Tax payments related to shares withheld for vested restricted stock and stock units | (2,993) | (4,383) | (4,379) |
Proceeds from long-term debt | 0 | 1,280,000 | 0 |
Payments on long-term debt | (23,449) | (501,425) | (7,211) |
Financing fees paid | 0 | (38,701) | 0 |
Contributions from non-controlling interest | 4,554 | 7,497 | 0 |
Principal payments on capital lease obligations | (59) | (564) | (951) |
Net cash (used in) provided by financing activities | (40,411) | 574,104 | (57,142) |
Net decrease in cash and cash equivalents | (16,758) | (182,069) | (326,658) |
Cash and cash equivalents, beginning of period | 202,498 | 384,567 | 711,225 |
Cash and cash equivalents, end of period | 185,740 | 202,498 | 384,567 |
Cash paid (received) during the period for: | |||
Interest | 87,286 | 66,769 | 24,490 |
Taxes, net of refunds | (14,741) | 5,373 | 8,958 |
Related party purchases | 0 | 2,958 | 4,942 |
Non-cash Items: | |||
Equipment received | 0 | 0 | 18,185 |
Accrued capital expenditures | 27,646 | 36,008 | 16,534 |
Capital lease assumed by third-party | 0 | 119 | 0 |
Asset retirement obligation assumed by third-party | $ 0 | $ 2,116 | $ 0 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | NOTE A—ORGANIZATION U.S. Silica Holdings, Inc. (“Holdings,” and together with its subsidiaries “we,” “us” or the “Company”) is a performance materials company and a leading producer of commercial silica used in the oil and gas industry and in a wide range of industrial applications. In addition, through our acquisition of EP Minerals, LLC ("EPM") and its affiliated companies, we are an industry leader in the production of products derived from diatomaceous earth, perlite, engineered clays, and non-activated clays. During our 120 -year history, we have developed core competencies in mining, processing, logistics and materials science that enable us to produce and cost-effectively deliver products to customers across our end markets. Our operations are organized into two reportable segments based on end markets served: (1) Oil & Gas Proppants and (2) Industrial & Specialty Products. See Note W - Segment Reporting for more information on our reportable segments. On May 1, 2018, we completed the acquisition of all of the outstanding capital stock of EP Acquisition Parent, Inc., a Delaware corporation (“EPAP”), and the ultimate parent of EPM. Contemporaneous with the merger, EPAP was renamed EP Minerals Holdings, Inc. ("EPMH"). The consideration paid consisted of $743.2 million of cash, net of cash acquired of $19.1 million , including $0.5 million of post-closing adjustments. EPM is a global producer of engineered materials derived from industrial minerals, including diatomaceous earth, clay (calcium bentonite) and perlite. EPM's industrial minerals are used as filter aids, absorbents and functional additives for a variety of industries including food and beverage, biofuels, recreational water, oil and gas, farm and home, landscape, sports turf, paint, plastics, and insecticides. The acquisition of EPM increased our industrial materials product offering in our Industrial & Specialty Products segment. On August 16, 2017, we completed the acquisition of Mississippi Sand, LLC ("MS Sand"). MS Sand is a frac sand mining and logistics company based in St. Louis, Missouri. On April 1, 2017, we completed the acquisition of White Armor, a product line of cool roof granules used in industrial roofing applications. See Note E - Business Combinations for more information. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE B—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Consolidation The accompanying Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). In the opinion of management, all adjustments necessary for a fair presentation of the Consolidated Financial Statements have been included. Such adjustments are of a normal, recurring nature. Throughout this report we refer to (i) our Consolidated Balance Sheets as our “Balance Sheets,” (ii) our Consolidated Statements of Operations as our “Income Statements,” and (iii) our Consolidated Statements of Cash Flows as our “Cash Flows.” Consolidation The Consolidated Financial Statements include the accounts of Holdings and its direct and indirect wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. We follow FASB Accounting Standards Codification (“ASC”) guidance for identification and reporting of entities over which control is achieved through means other than voting rights. The guidance defines such entities as Variable Interest Entities (“VIEs”). We consolidate VIEs when we have variable interests and are the primary beneficiary. We continually evaluate our involvement with VIEs to determine when these criteria are met. During the third quarter of 2018 we finalized a shareholders' agreement with unrelated parties to form a limited liability company with the purpose of constructing and operating a water pipeline to transport and sell water. In connection with the shareholders’ agreement, we acquired a 50% equity ownership for $3.2 million , with a maximum initial capital contribution of $7.0 million , and a water rights intangible asset for $0.7 million . Based on our evaluation, we determined that this limited liability company is a VIE of which we are the primary beneficiary and therefore we are required to consolidate it. As of December 31, 2019 , the VIE had total assets of $18.3 million and total liabilities of $0.4 million . We made capital contributions in the amounts of $0.4 million and $7.0 million during the years ended December 31, 2019 and December 31, 2018 , respectively. Reclassifications Certain reclassifications of prior period presentations have been made to conform to the current period presentation. Use of Estimates and Assumptions The preparation of Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the related disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. The more significant areas requiring the use of management estimates and assumptions relate to the purchase price allocation for businesses acquired; mineral reserves that are the basis for future cash flow estimates utilized in impairment calculations and units-of-production amortization calculations; environmental, reclamation and closure obligations; estimates of recoverable minerals; estimates of allowance for doubtful accounts; estimates of fair value for certain reporting units and asset impairments (including impairments of goodwill, intangible assets and other long-lived assets); write-downs of inventory to net realizable value; equity-based compensation expense; post-employment, post-retirement and other employee benefit liabilities; valuation allowances for deferred tax assets; contingent considerations; reserves for contingencies and litigation and the fair value and accounting treatment of financial instruments, including derivative instruments. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Accordingly, actual results may differ significantly from these estimates under different assumptions or conditions. Cash and Cash Equivalents Cash and cash equivalents consist of all highly liquid investments with a maturity of three months or less when purchased. Because of the short maturity of these investments, the carrying amounts approximate their fair value. Cash and cash equivalents are invested primarily in money market securities held by financial institutions with high credit ratings. Accounts at each institution are insured by the Federal Deposit Insurance Corporation. Cash balances at times may exceed federally-insured limits. We have not experienced any losses in such accounts and believe we are not exposed to any significant credit risk on cash. Accounts Receivable The majority of our accounts receivable are due from companies in the oil and natural gas drilling, building and construction products, filler and extenders, filtration, glass, absorbents, foundry, sports and recreation, and other major industries. Credit is extended based on evaluation of a customer’s financial condition and, generally, collateral is not required. Accounts receivable are stated at amounts due from customers net of an allowance for doubtful accounts. Accounts outstanding longer than the payment terms are considered past due. We determine our allowance by considering a number of factors, including the length of time trade accounts receivable are past due, our previous loss history, the customer’s current ability to pay its obligation to us, and the condition of the general economy and the industry as a whole. Ongoing credit evaluations are performed. We write-off accounts receivable when they are deemed uncollectible, and payments subsequently received on such receivables are credited to the allowance for doubtful accounts. See Note F - Accounts Receivable and Note U - Revenue . Inventories Inventories include raw stockpiles, in-process product and finished product available for shipment, as well as spare parts and supplies for routine facility maintenance. We value inventory at the lower of cost and net realizable value. Cost is determined using the first-in, first-out and average cost methods. Our inventoriable costs include production costs and transportation and additional service costs as applicable. See Note G - Inventories . Property, Plant and Mine Development Plant and equipment Plant and equipment is recorded at cost and depreciated over their estimated useful lives. Interest incurred during construction of facilities is capitalized and depreciated over the life of the asset. Costs for normal repairs and maintenance that do not extend economic life or improve service potential are expensed as incurred. Costs of improvements that extend economic life or improve service potential are capitalized and depreciated over the estimated remaining useful life. Depreciation is recorded using the straight-line method over the assets’ estimated useful lives as follows: buildings ( 15 years); land improvements ( 10 years); machinery and equipment, including computer equipment and software ( 3 - 10 years); furniture and fixtures ( 8 years). Leasehold improvements are depreciated over the shorter of the asset life or lease term. Construction-in-progress is primarily comprised of machinery and equipment which have not yet been placed in service. Mining property and development Mining property and development includes mineral deposits and mine exploration and development. Mineral deposits are initially recognized at cost, which approximates the estimated fair value on the date of purchase. Mine exploration and development costs include engineering and mineral studies, drilling and other related costs to delineate an ore body, and the removal of overburden to initially expose an ore body for production. Costs incurred before mineralization are classified as proven and probable reserves are expensed and classified as exploration or advanced projects, research and development expense. Capitalization of mine development project costs, that meet the definition of an asset, begins once mineralization is classified as proven and probable reserves. The cost of removing overburden and waste materials to access the ore body at an open pit mine prior to the production phase are referred to as “pre-stripping costs.” Pre-stripping costs are capitalized during the development of an open pit mine. The production phase of an open pit mine commences when saleable minerals, beyond a de minimis amount, are produced. Stripping costs incurred during the production phase of a mine are variable production costs that are included as a component of inventory to be recognized in costs applicable to sales in the same period as the revenue from the sale of inventory. Depletion and amortization of mineral deposits and mine development costs are recorded as the minerals are extracted, based on units of production and engineering estimates of mineable reserves. The impact of revisions to reserve estimates is recognized on a prospective basis. See Note H - Property, Plant and Mine Development . Mine reclamation costs and asset retirement obligations We recognize the fair value of any liability for conditional asset retirement obligations, including environmental remediation liabilities when incurred, which is generally upon acquisition, construction or development and/or through the normal operation of the asset, if sufficient information exists to reasonably estimate the fair value of the liability. These obligations generally include the estimated net future costs of dismantling, restoring and reclaiming operating mines and related mine sites, in accordance with federal, state, local regulatory and land lease agreement requirements. The liability is accreted over time through periodic charges to earnings. In addition, the asset retirement cost is capitalized as part of the asset’s carrying value and amortized over the life of the related asset. Reclamation costs are periodically adjusted to reflect changes in the estimated present value resulting from the passage of time and revisions to the estimates of either the timing or amount of the reclamation and abandonment costs. The reclamation obligation is based on when spending for an existing environmental disturbance will occur. If the asset retirement obligation is settled for other than the carrying amount of the liability, a gain or loss is recognized on settlement. We review, on an annual basis, unless otherwise deemed necessary, the reclamation obligation at each mine site in accordance with ASC guidance for accounting for reclamation obligations. See Note M - Asset Retirement Obligations . Impairment or Disposal of Property, Plant and Mine Development We periodically evaluate whether current events or circumstances indicate that the carrying value of our property, plant and equipment assets may not be recoverable. If circumstances indicate that the carrying value may not be recoverable, we estimate future undiscounted net cash flows using estimates of proven and probable sand reserves, estimated future sales prices (considering historical and current prices, price trends and related factors) and operating costs and anticipated capital expenditures. If the undiscounted cash flows are less than the carrying value of the assets, we recognize an impairment loss equal to the amount by which the carrying value exceeds the fair value of the assets. The recoverability of the carrying value of our mineral properties is dependent upon the successful development, start-up and commercial production of our mineral deposit and the related processing facilities. Our evaluation of mineral properties for potential impairment primarily includes assessing the existence or availability of required permits and evaluating changes in our mineral reserves, or the underlying estimates and assumptions, including estimated production costs. Assessing the economic feasibility requires certain estimates, including the prices of products to be produced and processing recovery rates, as well as operating and capital costs. Gains on the sale of property, plant and mine development are included in income when the assets are disposed of provided there is more than reasonable certainty of the collectability of the sales price and any future activities required to be performed by us relating to the disposal of the assets are complete or insignificant. Upon retirement or disposal of assets, all costs and related accumulated depreciation or amortization are written-off. Goodwill and Other Intangible Assets and Related Impairment Our intangible assets consist of goodwill, which is not being amortized, indefinite-lived intangibles, which consist of certain trade names that are not subject to amortization, intellectual property and customer relationships. Intellectual property mainly consists of patents and technology, and it is amortized on a straight-line basis over an average useful life of 15 years. Customer relationships are amortized on a straight-line basis over their useful life of 20 , 15 or 13 years. Goodwill represents the excess of the purchase price of business combinations over the fair value of net assets acquired. Goodwill and trade names are reviewed for impairment annually as of October 31, or more frequently when indicators of impairment exist. An impairment exists if the fair value of a reporting unit to which goodwill has been allocated, or the fair value of indefinite-lived intangible assets, is less than their respective carrying values. Prior to conducting a formal impairment test, we have an option to assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that is more likely than not (more than 50% ) that the fair value of a reporting unit is less than its carrying amount. Such qualitative factors may include the following: macroeconomic conditions; industry and market considerations; cost factors; overall financial performance; and other relevant entity-specific events. If the qualitative assessment determines that an impairment is more likely than not, or if we choose to bypass the qualitative assessment, we perform a quantitative assessment by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. See Note I - Goodwill and Intangible Assets . Leases We lease railroad cars, office space, mining property, mining/processing equipment and transportation and other equipment. Operating leases are included in operating lease right-of-use (“ROU”) assets, current portion of operating lease liabilities, and operating lease liabilities in our consolidated balance sheets. Finance leases are included in property, plant and mine development, current portion of long-term debt, and long-term debt in our consolidated balance sheets. Leases with an initial term of 12 months or less are not recorded on the balance sheet. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the commencement date of the lease based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The ROU assets also include any lease payments made at or before the commencement date of the lease and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. We have lease agreements with lease and non-lease components, the latter of which are generally accounted for separately. See Note S - Leases . We periodically evaluate whether current events or circumstances indicate that the carrying value of our right-of-use assets exceeds fair value. If circumstances indicate an impairment exists, we estimate fair value primarily utilizing internally developed cash flow models and quoted market prices, discounted at an appropriate weighted average cost of capital. If the undiscounted cash flows are less than the carrying value of the assets, we recognize an impairment loss equal to the amount by which the carrying value exceeds the fair value of the assets. Revenue Recognition Products We derive our product sales by mining and processing minerals that our customers purchase for various uses. Our product sales are primarily a function of the price per ton and the number of tons sold. We primarily sell our products through individual purchase orders executed under short-term price agreements or at prevailing market rates. The amount invoiced reflects product, transportation and / or additional handling services as applicable, such as storage, transloading the product from railcars to trucks and last mile logistics to the customer site. We invoice most of our product customers on a per shipment basis, although for some larger customers, we consolidate invoices weekly or monthly. Standard collection terms are net 30 days, although extended terms are offered in competitive situations. We recognize revenue for products and materials at a point in time following the transfer of control of such items to the customer, which typically occurs upon shipment or delivery depending on the terms of the underlying contracts. We account for shipping and handling activities related to product and material sales contracts with customers as costs to fulfill our promise to transfer the associated products pursuant to the accounting policy election allowed under ASC 606-10-25-18b. Accordingly, we record amounts billed for shipping and handling costs as a component of net sales and accrue and classify related costs as a component of cost of sales at the time revenue is recognized. For a limited number of customers, we sell under long-term, minimum purchase supply agreements. These agreements define, among other commitments, the volume of product that our customers must purchase, the volume of product that we must provide and the price that we will charge and that our customers will pay for each product. Prices under these agreements are generally fixed and subject to certain contractual adjustments. Sometimes these agreements may undergo negotiations regarding pricing and volume requirements, which may often occur in volatile market conditions. While these negotiations continue, we may deliver sand at prices or at volumes below the requirements in our existing supply agreements. An executed order specifying the type and quantity of product to be delivered, in combination with the noted agreements, comprise our contracts in these arrangements. Service We derive our service revenues primarily through the provision of transportation, equipment rental, and contract labor services to companies in the oil and gas industry. Transportation services typically consist of transporting customer proppant from storage facilities to proximal well-sites and are contracted through work orders executed under established pricing agreements. The amount invoiced reflects the transportation services rendered. Equipment rental services provide customers with use of either dedicated or nonspecific wellhead proppant delivery equipment solutions for contractual periods defined either through formal lease agreements or executed work orders under established pricing agreements. The amounts invoiced reflect the length of time the equipment set was utilized in the billing period. Contract labor services provide customers with proppant delivery equipment operators through work orders executed under established pricing agreements. The amounts invoiced reflect the amount of time our labor services were utilized in the billing period. We typically invoice our customers on a weekly or monthly basis; however, some customers receive invoices upon well-site operation completion. Standard collection terms are net 30 days, although extended terms are offered in competitive situations. We typically recognize revenue for specific, dedicated equipment set rental arrangements under ASC 842, Leases. For the remaining components of service revenue, we have applied the practical expedient allowed under ASC 606-10-55-18 to recognize transportation revenues in proportion to the amount we have the right to invoice. Contracts with Multiple Performance Obligations From time to time, we may enter into contracts that contain multiple performance obligations, such as work orders containing a combination of product, transportation, equipment rentals, and contract labor services. For these arrangements, we allocate the transaction price to each performance obligation identified in the contract based on relative standalone selling prices, or estimates of such prices, and recognize the related revenue as control of each individual product or service is transferred to the customer, in satisfaction of the corresponding performance obligations. We typically invoice our customers on a weekly or monthly basis; however, some customers receive invoices upon well-site operation completion. Standard collection terms are net 30 days, although extended terms are offered in competitive situations. Taxes Collected from Customers and Remitted to Governmental Authorities. We exclude from our measurement of transaction prices all taxes assessed by governmental authorities that are both (i) imposed on and concurrent with a specific revenue-producing transaction and (ii) collected from customers. Accordingly, such tax amounts are not included as a component of net sales or cost of sales. See Note U - Revenue . Deferred Revenues For a limited number of customers, we enter into supply agreements which give customers the right to make advanced payments toward the purchase of certain products at specified volumes over an average initial period of one to fifteen years. These payments represent consideration that is unconditional for which we have yet to transfer the related product. These payments are recorded as contract liabilities referred to as “deferred revenues” upon receipt and recognized as revenue upon delivery of the related product. Unbilled Receivables Revenues recognized in advance of invoice issuance create assets referred to as “unbilled receivables.” Any portion of our unbilled receivables for which our right to consideration is conditional on a factor other than the passage of time is considered a contract asset. These assets are presented on a combined basis with accounts receivable and are converted to accounts receivable once billed. Debt Issuance Costs The Company defers costs directly associated with acquiring third-party financing, primarily loan origination costs and related professional expenses. Debt issuance costs are deferred and amortized using the effective interest rate method over the term of our senior secured Term Loan facility and the straight-line method for our Revolver facility. Debt issuance costs related to long-term debt are reflected as a direct deduction from the carrying amount of the debt. Amortization included in interest expense was $5.6 million for the year ended December 31, 2019 , and $4.0 million and $1.4 million for the years ended December 31, 2018 and 2017 . See Note K - Debt . Employee Benefit Plans We provide a range of benefits to our employees and retired employees, including pensions and post-retirement healthcare and life insurance benefits. We record annual amounts relating to these plans based on calculations specified by generally accepted accounting principles, which include various actuarial assumptions, including discount rates, assumed rates of returns, compensation increases, turnover rates, mortality table, and healthcare cost trend rates. We review the actuarial assumptions on an annual basis and make modifications to the assumptions based on current rates and trends when it is deemed appropriate to do so. As required by U.S. generally accepted accounting principles, the effect of the modifications is generally recorded or amortized over future periods. We believe that the assumptions utilized in recording our obligations under the plans are reasonable based on advice from our actuaries and information as to assumptions used by other employers. See Note R - Pension and Post-Retirement Benefits . Environmental Costs Environmental costs, other than qualifying capital expenditures, are accrued at the time the exposure becomes known and costs can be reasonably estimated. Costs are accrued based upon management’s estimates of all direct costs, after taking into account expected reimbursement by third parties (primarily the sellers of acquired businesses) and are reviewed by outside consultants. Environmental costs are charged to expense unless a settlement with an indemnifying party has been reached. Self-Insurance We are self-insured for various levels of employee health insurance coverage, workers’ compensation and third-party product liability claims alleging occupational disease. We purchase insurance coverage for claim amounts which exceed our self-insured retentions. Depending on the type of insurance, these self-insured retentions range from $0.1 million to $0.5 million per occurrence. Our insurance reserves are accrued based on estimates of the ultimate cost of claims expected to occur during the covered period. Our insurance reserves are accrued based on estimates of the ultimate cost of claims expected to occur during the covered period. These estimates are prepared with the assistance of outside actuaries and consultants. Our actuaries periodically review the volume and amount of claims activity, and based upon their findings, we adjust our insurance reserves accordingly. The ultimate cost of claims for a covered period may differ from our original estimates. The current portion of our self-insurance reserves is included in accrued liabilities and the non-current portion is included in other long-term obligations in our Balance Sheets. As of December 31, 2019 and 2018 , our self-insurance reserves totaled $6.6 million and $5.4 million , respectively, of which $4.1 million and $2.6 million , respectively, was classified as current. Research and Development Costs We may incur immaterial internal research and development (“R&D”) expenditures, and research and development conducted for others, all of which are expensed as incurred, and included in selling, general and administrative expense. R&D costs may include, but are not limited to, research and administrative salaries, contractor fees, building costs, utilities, administrative expenses, and allocations of corporate costs. Advertising Costs We recognize advertising expense when incurred as selling, general and administrative expense. Advertising costs have not been a significant component of expense for the years ended December 31, 2019, 2018, or 2017. Equity-based Compensation We grant stock options, restricted stock, restricted stock units and performance share units to certain of our employees and directors under the Amended and Restated U.S. Silica Holdings, Inc. 2011 Incentive Compensation Plan. We recognize the cost of employee services rendered in exchange for awards of equity instruments. Vesting of restricted stock and restricted stock units is based on the individual continuing to render service over a pre-defined vesting schedule, generally three years . Cash dividend equivalents are accrued and paid to the holders of time-based restricted stock units and restricted stock. The fair value of the restricted stock awards is equal to the market price of our stock at date of grant. The restricted award-related compensation expense is recognized, on a straight-line basis, over the vesting period. We grant performance share units to certain employees in which the number of shares of common stock ultimately received is determined based on achievement of certain performance thresholds over a specified performance period (generally three years ) in accordance with the stock award agreement. Cash dividend equivalents are not accrued or paid on performance share units. We recognize expense based on the estimated vesting of our performance share units granted and the grant date market price. The estimated vesting of the performance share units is principally based on the probability of achieving certain financial performance levels during the vesting periods. In the period it becomes probable that the minimum performance criteria specified in the award agreement will be achieved, we recognize expense for the proportionate share of the total fair value of the award related to the vesting period that has already lapsed. The remaining fair value of the award is expensed on a straight-line basis over the remaining vesting period. We grant certain employees performance share units, the vesting of which is based on the Company’s total shareholder return (“TSR”) ranking among a peer group over a three -year period. The number of units that will vest will depend on the percentage ranking of the Company's TSR compared to the TSRs for each of the companies in the peer group over the performance period. For these awards subject to market conditions, a binomial-lattice model (i.e., Monte Carlo simulation model) is used to fair value these awards at grant date. The related compensation expense is recognized, on a straight-line basis, over the vesting period. We grant stock options to certain employees and directors. Stock options vest on a vesting schedule and the related compensation expense is recognized over the vesting period, usually over 3 or 4 years . In calculating the compensation expense for stock options granted, we estimate the fair value of each grant using the Black-Scholes option-pricing model. The fair value of stock options granted is based on the exercise price of the option and certain assumptions, which are evaluated and revised, as necessary, to reflect market conditions and experience. We account for forfeitures as they occur. Our expected term is the period of time over which the options are expected to remain outstanding. An increase in the expected term will increase compensation expense. The computation of the expected term is based on the simplified method, under which the expected term is presumed to be the mid-point between the average vesting date and the end of the contractual term. The assumptions for expected volatility are based on historical experience for the same periods as our expected lives. Risk-free interest rates are set using grant-date U.S. Treasury yield curves for the same periods as our expected lives. The expected dividend yield is based on our future dividend expectations for the same periods as our expected lives. See Note P - Equity-based Compensation . Income Taxes Deferred taxes are provided on the liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. This approach requires recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based upon the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the expenses are expected to reverse. Valuation allowances are provided if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. We recognize a tax benefit associated with an uncertain tax position when, in management’s judgment, it is more likely than not that the position will be sustained upon examination by a taxing authority. For a tax position that meets the more-likely-than-not recognition threshold, we initially and subsequently measure the tax benefit as the largest amount that we judge to have a greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority. The liability associated with unrecognized tax benefits is adjusted periodically due to changing circumstances, such as the progress of tax audits, |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | NOTE C—EARNINGS PER SHARE Basic earnings per common share is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per common share is computed similarly to basic earnings per common share except that the weighted average number of common shares outstanding is increased to include the number of additional common shares that would have been outstanding if the potentially dilutive common shares had been issued. The following table shows the computation of basic and diluted earnings per share for the years ended December 31, 2019 , 2018 and 2017 : In thousands, except per share amounts Year ended December 31, 2019 2018 2017 Numerator: Net (loss) income attributable to U.S. Silica Holdings, Inc. $ (329,082 ) $ (200,808 ) $ 145,206 Denominator: Weighted average shares outstanding 73,253 76,453 81,051 Diluted effect of stock awards — — 909 Weighted average shares outstanding assuming dilution 73,253 76,453 81,960 (Loss) earnings per share attributable to U.S. Silica Holdings, Inc.: Basic (loss) earnings per share $ (4.49 ) $ (2.63 ) $ 1.79 Diluted (loss) earnings per share $ (4.49 ) $ (2.63 ) $ 1.77 Potentially dilutive shares (in thousands) of 68 and 443 for the year ended December 31, 2019 and 2018 , respectively, were excluded from the calculation of diluted weighted average shares outstanding and diluted earnings per share because we were in a loss position. Certain stock options, restricted stock awards and performance share units were excluded from the computation of diluted earnings per share because their effect would have been anti-dilutive. Such stock awards (in thousands) excluded from the calculation of diluted earnings (loss) per common share were as follows: Year ended December 31, 2019 2018 2017 Stock options excluded 711 574 195 Restricted stock and performance share units awards excluded 1,298 155 305 |
Capital Structure and Accumulat
Capital Structure and Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
CAPITAL STRUCTURE AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | NOTE D—CAPITAL STRUCTURE AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) Common Stock Our Amended and Restated Certificate of Incorporation authorizes up to 500,000,000 shares of common stock, par value of $0.01 . Subject to the rights of holders of any series of preferred stock, all of the voting power of the stockholders of Holdings shall be vested in the holders of the common stock. There were 82,601,926 shares issued and 73,601,950 shares outstanding at December 31, 2019 . There were 81,811,977 shares issued and 73,148,853 shares outstanding at December 31, 2018 . During the year ended December 31, 2019 , our Board of Directors declared quarterly cash dividends as follows: Dividends per Common Share Declaration Date Record Date Payable Date $ 0.0625 February 15, 2019 March 14, 2019 April 4, 2019 $ 0.0625 May 13, 2019 June 14, 2019 July 5, 2019 $ 0.0625 July 18, 2019 September 13, 2019 October 3, 2019 $ 0.0625 November 12, 2019 December 13, 2019 January 3, 2020 All dividends were paid as scheduled. Any determination to pay dividends and other distributions in cash, stock, or property by Holdings in the future will be at the discretion of our Board of Directors and will be dependent on then-existing conditions, including our business and financial condition, results of operations, liquidity, capital requirements, contractual restrictions including restrictive covenants contained in our debt agreements, and other factors. Additionally, because we are a holding company, our ability to pay dividends on our common stock may be limited by restrictions on the ability of our subsidiaries to pay dividends or make distributions to us, including restrictions under the terms of the agreements governing our indebtedness. Preferred Stock Our Amended and Restated Certificate of Incorporation authorizes our Board of Directors to issue up to 10,000,000 shares, in the aggregate, of preferred stock, par value of $0.01 in one or more series, to fix the powers, preferences and other rights of such series, and any qualifications, limitations or restrictions thereof, including the dividend rate, conversion rights, voting rights, redemption rights and liquidation preference, and to fix the number of shares to be included in any such series, without any further vote or action by our stockholders. There were no shares of preferred stock issued or outstanding at December 31, 2019 or December 31, 2018 . At present, we have no plans to issue any preferred stock. Share Repurchase Program We are authorized by our Board of Directors to repurchase shares of our outstanding common stock from time to time on the open market or in privately negotiated transactions. Stock repurchases, if any, will be funded using our available liquidity. The timing and amount of stock repurchases will depend on a variety of factors, including the market conditions as well as corporate and regulatory considerations. In May 2018, our Board of Directors authorized the repurchase of up to $200 million of our common stock. As of December 31, 2019 , we have repurchased a total of 5,036,139 shares of our common stock at an average price of $14.59 and have $126.5 million of remaining availability under this program. Accumulated Other Comprehensive Loss Accumulated other comprehensive loss consists of fair value adjustments associated with cash flow hedges, accumulated adjustments for net experience losses and prior service cost related to employee benefit plans and foreign currency translation adjustments, net of tax. The following table presents the changes in accumulated other comprehensive loss by component (in thousands) during the year ended December 31, 2019 : For the Year Ended December 31, 2019 Unrealized loss on cash flow hedges Foreign currency translation adjustments Pension and other post-retirement benefits liability Total Beginning Balance $ (1,621 ) $ (620 ) $ (12,779 ) $ (15,020 ) Other comprehensive loss before reclassifications (1,432 ) (188 ) (4,450 ) (6,070 ) Amounts reclassed from accumulated other comprehensive loss — — 1,236 1,236 Ending Balance $ (3,053 ) $ (808 ) $ (15,993 ) $ (19,854 ) Any amounts reclassified from accumulated other comprehensive loss related to cash flow hedges are included in interest expense in our Consolidated Statements of Operations and amounts reclassified related to pension and other post-retirement benefits are included in the computation of net periodic benefit costs at their pre-tax amounts. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
BUSINESS COMBINATIONS | NOTE E—BUSINESS COMBINATIONS Goodwill Goodwill represents the excess of the purchase price over the fair value of the underlying net assets acquired. Trade Names A trade name is a legally protected trade or similar mark. Acquired trade names are valued using an income method approach, generally the relief-from-royalty valuation method. The method uses a royalty rate based on comparable marketplace royalty agreements for similar types of trade names and applies it to the after-tax discounted free cash flow attributed to the trade name. The discount rate used is based on an estimated weighted average cost of capital and the anticipated risk for intangible assets. The valued trade names have an indefinite life based on our plans and expectations for the trade names going forward and are reviewed for impairment under ASC 350-30-35. Intellectual Property and Technology Intellectual property and technology (“IP”) is a design, work or invention that is the result of creativity to which one has ownership rights that may be protected through a patent, copyright, trademark or service mark. IP is valued using the relief from royalty valuation method. The method uses a royalty rate based on comparable market-place royalty agreements for similar types of IP and applies it to the after-tax discounted free cash flow attributed to the IP. The discount rate used is based on an estimated weighted average cost of capital and the anticipated risk for intangible assets. The IP is amortized following the pattern in which the expected benefits will be consumed or otherwise used up over each component’s useful life, based on our plans and expectations for the IP going forward, which is generally the underlying IP’s legal expiration dates. IP is reviewed for impairment under ASC 360-10. Customer Relationships Customer relationships are intangible assets that consist of historical and factual information about customers and contacts collected from repeat transactions with customers, with or without any underlying contracts. The information is generally organized as customer lists or customer databases. We have the expectation of repeat patronage from these customers based on the customers’ historical purchase activity, which creates the intrinsic value over a finite period of time and translates into the expectation of future revenue, income, and cash flow. Customer relationships are valued using projected operating income, adjusted for estimated future existing customer growth less estimated future customer attrition, net of charges for net tangible assets, IP charge, trade name charge and work force. The concluded value is the after-tax discounted free cash flow. Customer relationships are reviewed for impairment under ASC 360-10. 2018 Acquisition: On May 1, 2018, we completed the acquisition of all of the outstanding capital stock of EP Acquisition Parent, Inc., a Delaware corporation (“EPAP”), and the ultimate parent of EP Minerals, LLC ("EPM"). Contemporaneous with the merger, EPAP was renamed EP Minerals Holdings, Inc. ("EPMH"). The consideration paid consisted of $743.2 million of cash, net of cash acquired of $19.1 million , including $0.5 million of post-closing adjustments. EPM is a global producer of engineered materials derived from industrial minerals, including diatomaceous earth, clay (calcium bentonite and calcium montmorillonite) and perlite. EPM's industrial minerals are used as filter aids, absorbents and functional additives for a variety of industries including food and beverage, biofuels, recreational water, oil and gas, farm and home, landscape, sports turf, paint, plastics, and insecticides. The acquisition of EPM increased our industrial materials product offering in our Industrial & Specialty Products business segment. We have accounted for the acquisition of EPMH under the acquisition method of accounting in accordance with ASC 805, Business Combinations, and have accounted for measurement period adjustments in accordance with ASU 2015-16, Simplifying the Accounting for Measurement-Period Adjustments. Estimates of fair value included in the Consolidated Financial Statements represent our best estimates and valuations. In accordance with the acquisition method of accounting, the allocation of consideration value was subject to adjustment until we completed our analysis in the second quarter of 2019. The following table sets forth the final allocation of the purchase price to EPMH's identifiable tangible and intangible assets acquired and liabilities assumed, including measurement period adjustments (in thousands): Final allocation of purchase price: Estimate as of December 31, 2018 Measurement Period Adjustments Purchase Price Allocation Accounts receivable, net $ 43,305 $ — $ 43,305 Inventories 86,112 — 86,112 Property, plant and mine development 148,495 (1,937 ) 146,558 Mineral rights 419,469 (10,580 ) 408,889 Identifiable intangible assets - finite lived 10,270 (1,500 ) 8,770 Identifiable intangible assets - indefinite lived 38,050 (1,250 ) 36,800 Prepaids and deposits 2,072 (245 ) 1,827 Other assets 7,474 — 7,474 Goodwill 150,628 12,184 162,812 Total assets acquired 905,875 (3,328 ) 902,547 Accounts payable 13,435 — 13,435 Accrued expenses and other current liabilities 10,304 — 10,304 Deferred tax liabilities 122,811 (3,328 ) 119,483 Long term obligations 16,076 — 16,076 Total liabilities assumed $ 162,626 $ (3,328 ) $ 159,298 Net assets acquired $ 743,249 $ — $ 743,249 The acquired intangible assets and the related estimated useful lives consist of the following: Approximate Fair Value Estimated Useful Life (in thousands) (in years) Technology and intellectual property $ 1,400 15 Customer relationships 7,370 15 Total identifiable intangible assets - finite lived $ 8,770 Trade names $ 36,800 Total identifiable intangible assets - indefinite lived $ 36,800 Goodwill represents the excess of the purchase price over the fair value of the underlying net assets acquired. Goodwill in this transaction is attributable to planned growth in our industrial materials product offering in our Industrial & Specialty Products business segment. Intangibles and goodwill are not expected to be deductible for tax purposes. Our Income Statement included revenue of $158.8 million and a net loss of $0.6 million for the year ended December 31, 2018 , associated with EPMH following the date of acquisition. We incurred $13.6 million of acquisition-related charges, excluding debt issuance costs, for the year ended December 31, 2018 , which are included in selling, general and administrative expenses on our Income Statement. Unaudited Pro Forma Results The results of EPMH's operations have been included in the Consolidated Financial Statements subsequent to the acquisition date. EPMH's fiscal year end was November 30 and the Company's fiscal year end was December 31. Under SEC regulations, if a target's fiscal year end varies by more than 93 days from the acquirer's fiscal year end, it is required to adjust interim periods until it is within 93 days. Since EPMH’s fiscal year end was within 93 days of the Company's fiscal year end, no adjustment is necessary and EPMH’s fiscal year end and interim period ends are used as if they coincided with the Company's fiscal year end and interim period end. The following unaudited pro forma consolidated financial information reflects the results of operations as if the EPMH acquisition had occurred on January 1, 2017, after giving effect to certain purchase accounting adjustments. Material non-recurring transaction costs attributable to the business combination were $15.2 million . Pro forma net income includes incremental interest expense due to the related debt financing, incremental depreciation and depletion expense related to the fair value adjustment of property, plant and mine development, amortization expense related to identifiable intangible assets, and tax expense related to the combined tax provisions. This information does not purport to be indicative of the actual results that would have occurred if the acquisition had actually been completed on the date indicated, nor is it necessarily indicative of the future operating results or the financial position of the combined company (in thousands, except per share amounts): For the year ended December 31, 2018 2017 Sales $ 1,659,775 $ 1,454,070 Net (loss) income $ (179,220 ) $ 116,899 Basic (loss) earnings per share $ (2.34 ) $ 1.44 Diluted (loss) earnings per share $ (2.34 ) $ 1.43 2017 Acquisitions: White Armor Acquisition: On April 1, 2017, we completed the acquisition of White Armor, a product line of cool roof granules used in industrial roofing applications, for cash consideration of $18.6 million . The final purchase price was allocated to goodwill of approximately $3.9 million , identifiable intangible assets of $12.8 million and other net assets of approximately $1.9 million . Goodwill in this transaction is attributable to planned growth in our specialty industrial sand business segment. The goodwill amount is included in our Industrial & Specialty Products business segment. Identifiable definite lived intangibles, including customer relationships, and goodwill are expected to be deductible for tax purposes. We incurred $0.2 million of acquisition-related charges which are included in selling, general and administrative expenses during the year ended December 31, 2017. Revenue and earnings for White Armor after the acquisition date are not presented as the business was integrated into our operations subsequent to the acquisition and therefore impracticable to quantify. MS Sand Acquisition: On August 16, 2017, we completed the acquisition of Mississippi Sand, LLC ("MS Sand"), a Missouri limited liability company, for cash consideration of approximately $95.4 million , net of cash acquired of $2.2 million . As is normal and customary, subsequent adjustments were made including $(0.5) million of net working capital adjustments plus an additional $6.1 million consideration paid related to a pre-existing contracted asset sale, which was entered into prior to our acquisition, for total cash consideration of $101.0 million . MS Sand is a frac sand mining and logistics company based in St. Louis, Missouri. The acquisition of MS Sand increased our regional frac sand product offering in our Oil & Gas Proppants business segment. We have accounted for the acquisition of MS Sand under the acquisition method of accounting in accordance with ASC 805, Business Combinations, and have accounted for measurement period adjustments in accordance with ASU 2015-16, Simplifying the Accounting for Measurement-Period Adjustments. In accordance with the acquisition method of accounting, the allocation of consideration value was subject to adjustment until we completed our analysis in the third quarter of 2018. The following table sets forth the final allocation of the purchase price to MS Sands' identifiable tangible and intangible assets acquired and liabilities assumed, including measurement period adjustments (in thousands): Estimate as of December 31, 2017 Measurement Period Adjustments Purchase Price Allocation Accounts receivable $ 11,201 $ — $ 11,201 Inventories 8,067 — 8,067 Other current assets 362 — 362 Assets held for sale 9,453 — 9,453 Property, plant and mine development 27,458 — 27,458 Mineral rights 26,300 (2,800 ) 23,500 Other non-current assets 1,136 — 1,136 Goodwill 22,522 2,800 25,322 Customer relationships 1,840 — 1,840 Total assets acquired 108,339 — 108,339 Accounts payable and accrued expenses 3,761 — 3,761 Unfavorable leasehold positions 2,237 — 2,237 Notes Payable 866 — 866 Other long term liabilities — — — Asset retirement obligations 474 — 474 Total liabilities assumed 7,338 — 7,338 Net assets acquired $ 101,001 $ — $ 101,001 The acquired intangible assets and the related estimated useful lives consist of the following: Approximate Fair Value Estimated Useful Life (in thousands) (in years) Customer relationships $ 1,840 15 Goodwill in this transaction is attributable to planned growth in our regional frac sand product offering in our Oil & Gas Proppants business segment. The goodwill amount is included in our Oil & Gas Proppants business segment. Identifiable definite lived intangibles, including customer relationships, and goodwill are expected to be deductible for tax purposes. We incurred $1.0 million of acquisition-related charges which are included in selling, general and administrative expenses. Revenue and earnings for MS Sand after the acquisition date are not presented as the business was integrated into our operations subsequent to the acquisition and therefore impracticable to quantify. Unaudited Pro Forma Results The results of MS Sand’s operations have been included in the Consolidated Financial Statements subsequent to the acquisition dates. The following unaudited pro forma consolidated financial information reflects the results of operations as if the MS Sand Acquisition had occurred on January 1, 2016, after giving effect to certain purchase accounting adjustments. These adjustments mainly include incremental depreciation expense related to the fair value adjustment of property, plant, equipment and mine development, amortization expense related to identifiable intangible assets and tax expense related to the combined tax provisions. This information does not purport to be indicative of the actual results that would have occurred if the acquisition had actually been completed on the date indicated, nor is it necessarily indicative of the future operating results or the financial position of the combined company (in thousands, except per share amounts): For the year ended December 31, 2017 Sales $ 1,287,202 Net income $ 143,604 Basic earnings per share $ 1.77 Diluted earnings per share $ 1.75 |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 31, 2019 | |
Receivables [Abstract] | |
ACCOUNTS RECEIVABLE | NOTE F—ACCOUNTS RECEIVABLE At December 31, 2019 and December 31, 2018 , accounts receivable (in thousands) consisted of the following: December 31, December 31, Trade receivables $ 178,182 $ 198,435 Less: Allowance for doubtful accounts (8,984 ) (6,751 ) Net trade receivables 169,198 191,684 Other receivables (1) 13,040 23,802 Total accounts receivable $ 182,238 $ 215,486 (1 ) At December 31, 2019, other receivables include $8.1 million of refundable alternative minimum tax credits. At December 31, 2018, other receivables included $16.0 million of refundable alternative minimum tax credits that were refunded during the third quarter of 2019. Changes in our allowance for doubtful accounts (in thousands) during the years ended December 31, 2019 and 2018 were as follows: December 31, December 31, Beginning balance $ 6,751 $ 7,100 Bad debt provision 3,466 315 Write-offs (1,233 ) (664 ) Ending balance $ 8,984 $ 6,751 Our ten largest customers accounted for approximately 43% , 48% and 58% of total sales during the year ended December 31, 2019 , 2018 and 2017 , respectively. Sales to one of our customers accounted for 11% of our total sales during the year ended December 31, 2019 . Sales to one of our customers accounted for 15% of our total sales during the year ended December 31, 2018 . Sales to two of our customers accounted for 15% and 12% of our total sales during the year ended December 31, 2017 . No other customers accounted for 10% or more of our total sales. At December 31, 2019 , one of our customers' accounts receivable represented 12% of our total trade accounts receivable, net of allowance. At December 31, 2018 , the same customer's accounts receivable represented 18% of our total trade accounts receivable, net of allowance. No other customers accounted for 10% or more of our total trade accounts receivable. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE G—INVENTORIES At December 31, 2019 and December 31, 2018 , inventories (in thousands) consisted of the following: December 31, 2019 December 31, 2018 Supplies $ 47,277 $ 41,453 Raw materials and work in process 41,167 68,474 Finished goods 35,988 52,160 Total inventories $ 124,432 $ 162,087 The decrease in inventories is primarily attributable to the amortization of inventory fair value step-up from purchase accounting as well as from write-offs of obsolete inventory, write-downs of inventory to net realizable value and impairments of unused inventory at frac sand plants we idled. See Note Z - Impairments for additional information. |
Property, Plant and Mine Develo
Property, Plant and Mine Development | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND MINE DEVELOPMENT | NOTE H—PROPERTY, PLANT AND MINE DEVELOPMENT At December 31, 2019 and December 31, 2018 , property, plant and mine development (in thousands) consisted of the following: December 31, December 31, Mining property and mine development $ 794,899 $ 995,759 Asset retirement cost 18,260 12,732 Land 57,082 55,502 Land improvements 73,203 67,729 Buildings 69,112 64,515 Machinery and equipment 1,152,898 958,357 Furniture and fixtures 4,068 3,599 Construction-in-progress 54,675 167,933 2,224,197 2,326,126 Accumulated depletion, depreciation, amortization and impairment charges (706,610 ) (499,823 ) Total property, plant and mine development, net $ 1,517,587 $ 1,826,303 Depreciation, depletion, and amortization expense related to property, plant and mine development for the years ended December 31, 2019 and 2018 was $168.6 million and $139.1 million , respectively. At December 31, 2019 and December 31, 2018 , the aggregate cost of machinery and equipment acquired under finance leases was $0.3 million and $0.5 million , respectively, reduced by accumulated depreciation of $0.2 million and $0.2 million , respectively. The amount of interest costs capitalized in property, plant and mine development was $2.0 million and $6.7 million for the year ended December 31, 2019 and 2018 , respectively. During 2019, impairment charges of approximately $243.1 million were recorded mainly related to facilities that have reduced capacity or have been idled, including Tyler, Texas, Sparta, Wisconsin, and Utica, Illinois. During 2018, impairment charges of approximately $109.9 million were recorded mainly related to facilities that have reduced capacity or have been idled, including Voca, Texas, Fairchild, Wisconsin, Rochelle, Illinois, and Peru, Illinois. These charges relate to the Oil & Gas Segment and are recorded in "Goodwill and other asset impairments" in the Consolidated Statements of Operations. See Note Z - Impairments for additional information. During 2019, management approved the disposal of certain non-operating parcels of land. The assets had a combined carrying value of approximately $1.3 million . The proceeds of the disposals were expected to exceed the net carrying value of the assets and, accordingly, no impairment loss was recognized on these assets held for sale. The assets were previously classified as Land, therefore, no adjustments were needed for depreciation of these assets. During the fourth quarter of 2019, we sold a portion of these assets at a gain of $0.6 million , which was recorded in Other income, net, including interest income in the Consolidated Statements of Operations. At December 31, 2019 , the remaining balance of assets held for sale included in Prepaid expenses and other current assets in the Consolidated Balance Sheets is $0.1 million , which we expect to dispose of within one year of the balance sheet date. On March 21, 2018, we completed the sale of three transload facilities located in the Permian, Eagle Ford, and Marcellus Basins to CIG Logistics (“CIG”) for total consideration of $86.1 million , including the assumption by CIG of $2.2 million of Company obligations. Total cash consideration was $83.9 million . The consideration includes receipt of a vendor incentive from CIG to enter into master transloading service arrangements. Of the total consideration, $25.8 million was allocated to the fair value of the transload facilities, which had a net book value of $20.0 million and resulted in a gain on sale of $5.8 million . The consideration included a related asset retirement obligation of $2.1 million and an equipment note of $0.1 million assumed by CIG. In addition, $60.3 million of the consideration received in excess of the facilities' fair value was allocated to vendor incentives to be recognized as a reduction of costs using a service-level methodology over the contract lives of the transloading service arrangements. At December 31, 2019 , vendor incentives of $26.6 million were classified in accounts payable and accrued expenses on our balance sheet. At December 31, 2018, vendor incentives of $12.5 million and $33.8 million were classified in accounts payable and accrued expenses and in other long-term obligations, respectively, on our balance sheet. Separately, on March 21, 2018, we accrued $7.9 million in contract termination costs for facilities contracts operated by third-parties, which will not transfer to CIG. During the second quarter of 2018, as a result of the final settlement of these contracts, we recorded a $2.7 million |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | NOTE I—GOODWILL AND INTANGIBLE ASSETS The changes in the carrying amount of goodwill (in thousands) by business segment consisted of the following: Oil & Gas Proppants Segment Industrial & Specialty Products Segment Total Balance at December 31, 2017 247,467 24,612 272,079 MS Sand acquisition measurement period adjustment 2,800 — 2,800 EPMH acquisition and measurement period adjustment — 150,628 150,628 Oil & Gas Sand impairment (164,167 ) — (164,167 ) Goodwill 250,267 175,240 425,507 Impairment losses (164,167 ) — (164,167 ) Balance at December 31, 2018 86,100 175,240 261,340 EPMH acquisition measurement period adjustment — 12,184 12,184 Balance at December 31, 2019 $ 86,100 $ 187,424 $ 273,524 Goodwill and trade names are evaluated for impairment annually as of October 31, or more frequently when indicators of impairment exist. We evaluated events and circumstances since the date of our last qualitative assessment, including macroeconomic conditions, industry and market conditions, and our overall financial performance. After assessing the totality of the events and circumstances, we determined that it was not more likely than not that the fair value of our reporting units was less than their carrying amount and no impairment existed related to goodwill or trade names as of December 31, 2019. During 2018, subsequent to our annual impairment test, we experienced a declining shift in demand for Northern White sand caused by some of our customers shifting to local in-basin frac sands with lower logistics costs. Our largest customer at our Voca, Texas plant did not renew their contract, instead opting to sign a new contract with us for local in-basin frac sand. Additionally, Northern White Sand operations and reserves in Fairchild, Wisconsin and Peru, Illinois experienced a similar significant fourth quarter decline in demand due to customers' shift to local in-basin sand closer to their operations. As a result of these triggering events, we performed a quantitative analysis and determined that the goodwill of our Oil & Gas Sand reporting unit was impaired. We recognized goodwill impairment charges of $164.2 million and intangible asset impairment charges related to trade names of $4.5 million during the fourth quarter of 2018. These impairment charges were recorded in the "Goodwill and other asset impairments" caption of our Consolidated Statements of Operations. The fair value of our reporting units was determined using a combination of the discounted cash flow method and the market multiples approach. The changes in the carrying amount of intangible assets (in thousands) consisted of the following: December 31, 2019 December 31, 2018 Gross Carrying Amount Accumulated Amortization Impairments Net Gross Carrying Amount Accumulated Amortization Impairments Net Technology and intellectual property $ 86,183 $ (17,080 ) — $ 69,103 $ 83,616 $ (11,168 ) — $ 72,448 Customer relationships 68,599 (18,737 ) $ (1,240 ) 48,622 68,664 (13,826 ) — 54,838 Total definite-lived intangible assets: $ 154,782 $ (35,817 ) $ (1,240 ) $ 117,725 $ 152,280 $ (24,994 ) $ — $ 127,286 Trade names 65,390 — — 65,390 71,118 — (4,478 ) 66,640 Other 700 — — 700 700 — — 700 Total intangible assets: $ 220,872 $ (35,817 ) $ (1,240 ) $ 183,815 $ 224,098 $ (24,994 ) $ (4,478 ) $ 194,626 We recorded a $1.2 million impairment of customer relationships and a $4.5 million impairment of trade names as of December 31, 2019 and 2018 , respectively, in the Oil & Gas Segment. These impairment charges were recorded in the "Goodwill and other asset impairments" caption of our Consolidated Statements of Operations. See Note Z - Impairments for additional information. Estimated useful life of technology and intellectual property is 15 years. Estimated useful life of customer relationships is a range of 13 - 15 years. During the first quarter of 2019, measurement period adjustments related to the Company's EPMH acquisition decreased the gross carrying amounts of the technology and intellectual property by $1.5 million and the trade names by $1.3 million . See Note E - Business Combinations . Amortization expense was $10.8 million , $9.7 million and $8.8 million for the years ended December 31, 2019 , 2018 , and 2017 , respectively. The estimated amortization expense related to definite-lived intangible assets (in thousands) for the five succeeding years is as follows: 2020 $ 10,863 2021 10,861 2022 10,846 2023 10,841 2024 10,843 |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | NOTE J—ACCOUNTS PAYABLE AND ACCRUED LIABILITIES At December 31, 2019 and 2018 , accounts payable and accrued liabilities (in thousands) consisted of the following: December 31, 2019 2018 Trade payables $ 181,029 $ 166,296 Accrued salaries and wages 12,385 12,291 Accrued vacation liability 3,053 3,503 Current portion of liability for pension and post-retirement benefits 2,993 2,708 Accrued healthcare liability 4,078 2,702 Accrued property taxes and sales taxes 4,070 4,490 Vendor incentives 26,617 12,508 Other accrued liabilities 14,012 11,902 Accounts payable and accrued liabilities $ 248,237 $ 216,400 Other accrued liabilities consist of employer related expenses, dividends payable, royalties payable, accrued interest payable, and other items. Certain reclassifications of prior year's amounts have been made to conform to the current year presentation. In conforming to the current year presentation, trade payables were decreased by $12.5 million and included in the vendor incentives line item. See Note H - Property, Plant and Mine Development for more information related to vendor incentives. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | NOTE K—DEBT At December 31, 2019 and 2018 , debt (in thousands) consisted of the following: December 31, December 31, Senior secured credit facility: Revolver expiring May 1, 2023 (7.75% at December 31, 2019 and 8.50% at December 31, 2018) $ — $ — Term Loan facility—final maturity May 1, 2025 (5.81% at December 31, 2019 and 6.56% December 31, 2018) 1,247,600 1,270,400 Less: Unamortized original issue discount (5,412 ) (6,511 ) Less: Unamortized debt issuance cost (25,390 ) (31,310 ) Note payable secured by royalty interest 10,438 26,511 Insurance financing notes payable 5,055 — Equipment notes payable 87 321 Finance leases 70 344 Total debt 1,232,448 1,259,755 Less: current portion (18,463 ) (13,327 ) Total long-term portion of debt $ 1,213,985 $ 1,246,428 Senior Secured Credit Facility On May 1, 2018, we entered into a Third Amended and Restated Credit Agreement (the "Credit Agreement"), which increased our existing senior debt by entering into a new $1.380 billion senior secured Credit Facility, consisting of a $1.280 billion term loan (the "Term Loan") and a $100 million revolving credit facility (the "Revolver") (collectively the "Credit Facility") that may also be used for swingline loans or letters of credit, and we may elect to increase the term loan in accordance with the terms of the Credit Agreement. Borrowings under the Credit Agreement will bear interest at variable rates as determined at our election, at LIBOR or a base rate, in each case, plus an applicable margin. In addition, under the Credit Agreement, we are required to pay a per annum facility fee and fees for letters of credit. The Credit Agreement is secured by substantially all of our assets and of our domestic subsidiaries' assets and a pledge of the equity interests in such entities. The Term Loan matures on May 1, 2025, and the Revolver expires on May 1, 2023. We capitalized $38.7 million in debt issuance costs and original issue discount as a result of the new Credit Agreement. The Credit Agreement contains covenants that, among other things, limit our ability, and certain of our subsidiaries' abilities, to create, incur or assume indebtedness and liens, to make acquisitions or investments, to sell assets and to pay dividends. The Credit Agreement also requires us to maintain a consolidated leverage ratio of no more than 3.75 :1.00 as of the last day of any fiscal quarter whenever usage of the Revolver (other than certain undrawn letters of credit) exceeds 30% of the Revolver commitment. These covenants are subject to a number of important exceptions and qualifications. The Credit Agreement includes events of default and other affirmative and negative covenants that are usual for facilities and transactions of this type. As of December 31, 2019 , and 2018 , we are in compliance with all covenants in accordance with our senior secured Credit Facility. Term Loan At December 31, 2019 , contractual maturities of our senior secured Credit Facility (in thousands) are as follows: 2020 $ 12,800 2021 12,800 2022 12,800 2023 12,800 2024 12,800 Thereafter 1,183,600 Total $ 1,247,600 During the third quarter of 2019, we repurchased outstanding debt under the Term Loan in the amount of $10 million at a rate of 95.5% . Debt issuance costs and original issue discount were recalculated with the reduced future debt payments, and additional costs of approximately $0.4 million were expensed. As a result, we recorded a gain on extinguishment of debt in the amount of $0.1 million . The gain on extinguishment was recorded in Other income, net, including interest income in the Consolidated Statements of Operations. Revolving Line-of-Credit We have a $100.0 million Revolver with zero drawn and $6.5 million allocated for letters of credit as of December 31, 2019 , leaving $93.5 million available under the Revolver. Based on our consolidated leverage ratio of 4.30 :1.00 as of December 31, 2019 , we may draw up to $30.0 million without the consent of our lenders. With the consent of our lenders, we have access to the full availability of the Revolver. Note Payable Secured by Royalty Interest In conjunction with the acquisition of New Birmingham, Inc. in August 2016, we assumed a note payable secured by a royalty interest. The monthly royalty payment is calculated based on future tonnages and sales related to the sand shipped from our Tyler, Texas facility. The note payable is due by June 30, 2032 . The note does not provide a stated interest rate. The minimum payments (in thousands) for the next five years required by the note are as follows: 2020 $ 454 2021 378 2022 434 2023 499 2024 570 Thereafter 8,103 Under this agreement once a certain number of tons have been shipped from the Tyler facility, the minimum payments will decrease to $0.5 million per year, subject to proration in the period this threshold is met. The royalty note payable fair value was estimated to be $22.5 million on the acquisition date. The estimate was made using a discounted cash flow model, which calculated the present value of projected future cash payments required under the agreement using a discounted rate of 14% . As of December 31, 2019 , the note payable had a fair value of $10.4 million . The decrease in fair value of the note payable amount is due to changes in our estimate of future tonnages and sales related to the sand shipped from our Tyler, Texas facility. We no longer expect any future tonnages and sales related to this facility, which has been idled. The note payable has been reduced to the discounted value of the future minimum payments as required by contract. These changes in estimate resulted in gains that were recorded in Other income, net, including interest income in the Consolidated Statements of Operations. Gains in the amount of $16.9 million were recorded during 2019. The effective interest rate based on the updated projected future cash payments was 14% at December 31, 2019 . Other changes in fair value of the note payable amount may result if estimates of future tonnages and sales increase or decrease. Insurance Financing Notes Payable During the third quarter of 2019, we renewed our insurance policies and financed the payments through notes payable with a stated interest rate of 4.5% . These payments will be made in installments throughout a ten-month period and, as such, have been classified as current debt. As of December 31, 2019 , the notes payable had a balance of $5.1 million . |
Deferred Revenue
Deferred Revenue | 12 Months Ended |
Dec. 31, 2019 | |
Deferred Revenue Disclosure [Abstract] | |
DEFERRED REVENUE | NOTE L—DEFERRED REVENUE We enter into certain customer supply agreements which give the customers the right to purchase certain products for a discounted price at certain volumes over an average initial contract term of one to fifteen years. The advance payments represent future purchases and are recorded as deferred revenue, recognized as revenue over the contract term of each supply agreement. During the year ended December 31, 2019 we received advances of $12.2 million . At December 31, 2019 and 2018 , the total deferred revenue balance was $50.6 million and $113.3 million , respectively, of which $15.1 million and $31.6 million was classified as current on our Balance Sheets. The decrease in the current year balance is partially attributable to revenue recognized as variable consideration from shortfall penalties assessed to multiple customers according to contract terms. In some cases, amounts recorded are estimates NOTE U— REVENUE We consider sales disaggregated at the product and service level by business segment to depict how the nature, amount, timing and uncertainty of revenues and cash flow are impacted by changes in economic factors. The following table reflects our sales disaggregated by major source for the year ended December 31, 2019 (in thousands): Year Ended December 31, 2019 Year Ended December 31, 2018 Category Oil & Gas Proppants Industrial & Specialty Products Total Sales Oil & Gas Proppants Industrial & Specialty Products Total Sales Product $ 704,516 $ 463,956 $ 1,168,472 $ 888,509 $ 394,290 $ 1,282,799 Service 306,005 — 306,005 294,482 17 294,499 Total Sales $ 1,010,521 $ 463,956 $ 1,474,477 $ 1,182,991 $ 394,307 $ 1,577,298 The following tables reflect the changes in our contract assets, which we classify as unbilled receivables and our contract liabilities, which we classify as deferred revenues, for the year ended December 31, 2019 (in thousands): Unbilled Receivables December 31, 2019 December 31, 2018 Beginning Balance $ 90 $ 5,245 Reclassifications to billed receivables (3,983 ) (11,157 ) Revenues recognized in excess of period billings 4,037 6,002 Ending Balance $ 144 $ 90 Deferred Revenue December 31, 2019 December 31, 2018 Beginning Balance $ 113,319 $ 118,414 Revenues recognized from balances held at the beginning of the period (65,225 ) (33,381 ) Revenues deferred from period collections on unfulfilled performance obligations 12,225 31,625 Revenues recognized from period collections (9,685 ) (3,339 ) Ending Balance $ 50,634 $ 113,319 We have elected to use the practical expedients allowed under ASC 606-10-50-14, pursuant to which we have excluded disclosures of transaction prices allocated to remaining performance obligations and when we expect to recognize such revenue. The majority of our remaining performance obligations are primarily comprised of unfulfilled product, transportation service, and labor service orders, all of which hold a remaining duration of less than one year . The long term portion of deferred revenue primarily represents a combination of refundable and nonrefundable customer prepayments for which related current performance obligations do not yet exist, but are expected to arise, before the expiration of the contract. Our residual unfulfilled performance obligations are comprised primarily of long-term equipment rental arrangements in which we recognize revenues equal to what we have a right to invoice. Generally, no variable consideration exists related to our remaining performance obligations and no consideration is excluded from the associated transaction prices. However, the decrease in the current year deferred revenue balance is partially attributable to revenue recognized as variable consideration from shortfall penalties assessed to multiple customers according to contract terms as of December 31, 2019. During 2019, the Company recognized revenue as variable consideration from shortfall penalties according to contract terms in the amount of $70.6 million . In some cases, amounts recorded are estimates which are in negotiation and may increase or decrease. Foreign Operations Foreign operations constituted approximately $92.8 million and $66.9 million of our consolidated sales; $27.7 million and $7.3 million of consolidated assets; $7.0 million and $5.9 million of pre-tax income and $5.5 million and $4.7 million of net income as of and for the years ended December 31, 2019 and 2018, respectively. We had no significant foreign operations during the year ended December 31, 2017. |
Asset Retirement Obligations
Asset Retirement Obligations | 12 Months Ended |
Dec. 31, 2019 | |
Asset Retirement Obligation Disclosure [Abstract] | |
ASSET RETIREMENT OBLIGATIONS | NOTE M—ASSET RETIREMENT OBLIGATIONS Mine reclamation or future remediation costs for inactive mines are accrued based on management’s best estimate at the end of each period of the costs expected to be incurred at a site. Such cost estimates include, where applicable, ongoing care, maintenance and monitoring costs. Changes in estimates at inactive mines are reflected in earnings in the period an estimate is revised. As of December 31, 2019 and 2018 , we had a liability of $25.8 million and $18.4 million , respectively, in other long-term obligations related to our asset retirement obligations. Changes in the asset retirement obligations (in thousands) during the years ended December 31, 2019 and 2018 are as follows: December 31, December 31, 2018 Beginning balance $ 18,413 $ 19,032 Accretion 1,531 1,214 Additions and revisions of prior estimates 5,881 (319 ) Addition related to EPMH acquisition — 2,733 EPMH measurement period adjustment — (2,131 ) Disposal related to sale of transloads — (2,116 ) Ending balance $ 25,825 $ 18,413 |
Fair Value Accounting
Fair Value Accounting | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE ACCOUNTING | NOTE N—FAIR VALUE ACCOUNTING Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. Cash Equivalents Due to the short-term maturity, we believe our cash equivalent instruments at December 31, 2019 and 2018 , approximate their reported carrying values. Long-Term Debt, Including Current Maturities We believe that the fair values of our long-term debt, including current maturities, approximate their carrying values based on their effective interest rates compared to current market rates. Changes in the fair value of the royalty note payable utilize Level 3 inputs, such as estimates of future tonnages sold and average sales price. See Note K - Debt for more information on the change in fair value during the year ended December 31, 2019 . Derivative Instruments The estimated fair value of our derivative instruments are recorded at each reporting period and are based upon widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative contract. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. We also incorporate credit valuation adjustments to appropriately reflect both our nonperformance risk as well as that of the respective counterparty in the fair value measurements. Although we have determined that the majority of the inputs used to value our derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with our derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default of ourselves and our counterparties. However, as of December 31, 2019 , we have assessed that the impact of the credit valuation adjustments on the overall valuation of our derivative positions is not significant. As a result, we have determined that our derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. See Note O - Derivative Instruments |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS | NOTE O—DERIVATIVE INSTRUMENTS Cash Flow Hedges of Interest Rate Risk We enter into interest rate swap agreements in connection with our Term Loan facility to add stability to interest expense and to manage our exposure to interest rate movements. The derivative instruments are recorded on the balance sheet within other current or long-term assets or liabilities based on maturity dates at their fair values. As of December 31, 2019 , the fair value of our interest rate swaps was a liability of $2.8 million and a liability of $1.3 million which are classified within accounts payable and accrued liabilities on our balance sheet. Our interest rate cap matured on June 30, 2019. At December 31, 2018 , the fair value of our two interest rate swaps was a liability of $1.5 million and a liability of $0.7 million and were classified within other long-term liabilities on our balance sheet. The fair value of our interest rate cap was zero . We have designated the interest rate swap agreements as qualified cash flow hedges. Accordingly, the effective portion of the gain or loss on the derivative instrument is reported as a component of other comprehensive income and recognized in earnings in the same period or periods during which the hedged transaction affects earnings. The following table summarizes the fair value of our derivative instruments (in thousands, except contract/notional amount). See Note N - Fair Value Accounting for more information regarding the estimated fair values of our derivative instruments at December 31, 2019 and 2018 . December 31, 2019 December 31, 2018 Maturity Contract/Notional Carrying Fair Maturity Date Contract/Notional Carrying Fair LIBOR (1) interest rate swap agreement 2020 $440 million $ (2,768 ) $ (2,768 ) 2020 $440 million $ (1,475 ) $ (1,475 ) LIBOR (1) interest rate swap agreement 2020 $200 million $ (1,259 ) $ (1,259 ) 2020 $200 million $ (663 ) $ (663 ) LIBOR interest rate cap agreement $ — $ — $ — 2019 $249 million $ — $ — (1) Agreements fix the LIBOR interest rate base to 2.74% On May 1, 2018, as a result of entering into the new Credit Agreement, we determined the existing interest rate cap derivative no longer qualified for hedge accounting. During the year ended December 31, 2018 we recognized $76 thousand of deferred losses in accumulated other comprehensive loss into earnings. During the year ended December 31, 2019 , we had no ineffectiveness for the interest rate swap derivatives. The following table summarizes the effect of derivative instruments (in thousands) on our income statements and our consolidated statements of comprehensive income for the years ended December 31, 2019 , 2018 and 2017 : 2019 2018 2017 Deferred losses from derivatives in OCI, beginning of period $ (1,621 ) $ (76 ) $ (32 ) (Loss) gain recognized in OCI from derivative instruments (1,432 ) (1,622 ) (45 ) Loss reclassified from Accumulated OCI — 77 1 Deferred losses from derivatives in OCI, end of period $ (3,053 ) $ (1,621 ) $ (76 ) |
Equity-Based Compensation
Equity-Based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
EQUITY-BASED COMPENSATION | NOTE P—EQUITY-BASED COMPENSATION In July 2011, we adopted the U.S. Silica Holdings, Inc. 2011 Incentive Compensation Plan (the “2011 Plan”), which was amended and restated in May 2015. The 2011 Plan provides for grants of stock options, restricted stock, performance share units and other incentive-based awards. We believe our 2011 Plan aligns the interests of our employees and directors with those of our common stockholders. At December 31, 2019 , we have 1,769,759 shares of common stock that may be issued under the 2011 Plan. We use a combination of treasury stock and new shares if necessary to satisfy option exercises or vesting of restricted awards and performance share units. Stock Options The following table summarizes the status of, and changes in, our stock option awards during the year ended December 31, 2019 : Number of Weighted Aggregate Intrinsic Value Weighted Outstanding at December 31, 2018 901,996 $ 28.52 $ 18,566 4.8 years Granted — — — Exercised (10,000 ) 12.87 — Forfeited — — — Expired (65,338 ) $ 25.16 $ — Outstanding at December 31, 2019 826,658 $ 28.97 $ — 4.1 years Exercisable at December 31, 2019 826,658 $ 28.97 $ 11,557 4.1 years There were no grants of stock options during the years ended December 31, 2019 , 2018 and 2017 . There were 10,000 , 4,167 and 43,774 stock options exercised during the years ended December 31, 2019 , 2018 and 2017 , respectively. The total intrinsic value of stock options exercised was $12 thousand , $0.1 million and $1.2 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Cash received from stock options exercised during the years ended December 31, 2019 , 2018 and 2017 was $0.1 million , $0.1 million and $0.8 million , respectively. The tax benefit realized from stock option exercises was $3 thousand , $14 thousand and $0.4 million for the year ended December 31, 2019 , 2018 and 2017 , respectively. As of December 31, 2019 , there was no unrecognized compensation expense related to these options. We recognized $1.4 million and $2.5 million of equity-based compensation expense related to options during the years ended December 31, 2018 and 2017 , respectively. We account for forfeitures as they occur. Restricted Stock and Restricted Stock Unit Awards The following table summarizes the status of, and changes in, our unvested restricted stock awards during the year ended December 31, 2019 : Number of Shares Grant Date Weighted Average Fair Value Unvested, December 31, 2018 587,577 $ 25.18 Granted 814,387 13.42 Vested (306,806 ) 26.18 Forfeited (74,910 ) 20.09 Unvested, December 31, 2019 1,020,248 $ 15.86 We granted 814,387 , 415,110 and 156,164 restricted stock and restricted stock unit awards during the years ended December 31, 2019 , 2018 and 2017 , respectively. The fair value of the awards was based on the market price of our stock at date of grant. We recognized $8.2 million , $7.6 million and $7.1 million of equity-based compensation expense related to restricted stock awards during the years ended December 31, 2019 , 2018 and 2017 , respectively. As of December 31, 2019 , there was $10.5 million of unrecognized compensation expense related to these restricted stock awards, which is expected to be recognized over a weighted-average period of 1.8 years . Performance Share Unit Awards The following table summarizes the status of, and changes in, our performance share unit awards during the year ended December 31, 2019 : Number of Shares Grant Date Weighted Unvested, December 31, 2018 838,188 $ 39.44 Granted 607,130 15.58 Vested (523,368 ) 37.83 Forfeited/Cancelled (83,228 ) 25.60 Unvested, December 31, 2019 838,722 $ 18.00 We granted 607,130 , 261,500 and 90,501 of performance share unit awards during the years ended December 31, 2019 , 2018 and 2017 , respectively. The grant date weighted average fair value of these awards was estimated to be $15.58 , $31.24 and $67.69 for the years ended December 31, 2019 , 2018 and 2017 , respectively, and the number of units that will vest will depend on the percentage ranking of the Company's total shareholder return ("TSR") compared to the TSR for each of the companies in the peer group over the three year period from January 1, 2019 through December 31, 2021 for the 2019 grant, January 1, 2018 through December 31, 2020 for the 2018 grant, and from January 1, 2017 through December 31, 2019 for the 2017 grant. The related compensation expense is recognized on a straight-line basis over the vesting period. The grant date fair value for these awards was estimated using a Monte Carlo simulation model. The Monte Carlo simulation model requires the use of highly subjective assumptions. Our key assumptions in the model included the price and the expected volatility of our common stock and our self-determined peer group companies’ stock, risk-free rate of interest, dividend yields and cross-correlations between our common stock and our self-determined peer group companies' stock. We recognized $7.7 million , $13.3 million and $15.5 million of compensation expense related to performance share unit awards during the years ended December 31, 2019 , 2018 and 2017 , respectively. As of December 31, 2019 , there was $7.4 million of unrecognized compensation expense related to these performance share unit awards, which is expected to be recognized over a weighted-average period of 1.7 years . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE Q—COMMITMENTS AND CONTINGENCIES Future Minimum Annual Commitments at December 31, 2019 (in thousands): Year ending December 31, Minimum Purchase Commitments 2020 $ 14,512 2021 9,253 2022 6,900 2023 6,900 2024 3,593 Thereafter 2,490 Total future purchase commitments $ 43,648 Minimum Purchase Commitments We enter into service agreements with our transload and transportation service providers. Some of these agreements require us to purchase a minimum amount of services over a specific period of time. Any inability to meet these minimum contract requirements requires us to pay a shortfall fee, which is based on the difference between the minimum amount contracted for and the actual amount purchased. Contingent Liability on Royalty Agreement On May 17, 2017, we purchased reserves in Crane County, Texas, for $94.4 million cash consideration plus contingent consideration. The contingent consideration is a royalty that is based on the tonnage shipped to third-parties. Because the contingent consideration is dependent on future tonnage sold, the amounts of which are uncertain, it is not currently possible to estimate the fair value of these future payments. The contingent consideration will be capitalized at the time a payment is probable and reasonably estimable, and the related depletion expense will be adjusted prospectively. Other Commitments and Contingencies Our operating subsidiary, U.S. Silica Company (“U.S. Silica”), has been named as a defendant in various product liability claims alleging silica exposure causing silicosis. During the year ended December 31, 2019 , 2018 and 2017 , one , twenty and zero claims, respectively, were brought against U.S. Silica. As of December 31, 2019 , there were 58 active silica-related products liability claims pending in which U.S. Silica is a defendant. Although the outcomes of these claims cannot be predicted with certainty, in the opinion of management, it is not reasonably possible that the ultimate resolution of these matters will have a material adverse effect on our financial position or results of operations that exceeds the accrual amounts. We have recorded estimated liabilities for these claims in other long-term obligations as well as estimated recoveries under the indemnity agreement and an estimate of future recoveries under insurance in other assets on our consolidated balance sheets. As of both December 31, 2019 and 2018 , other non-current assets included zero for insurance for third-party products liability claims and other long-term obligations included $0.9 million and $0.9 million , respectively, for third-party products liability claims. One of our subsidiaries has also been named as a defendant in lawsuits regarding certain labor practices. If we are unsuccessful in defending the litigation, these cases could result in a material liability for us. Obligations Under Guarantees We have indemnified our insurers against any loss they may incur in the event that holders of surety bonds, issued on our behalf, execute the bonds. As of December 31, 2019 , there were $42.6 million in bonds outstanding. The majority of these bonds, $30.9 million |
Pension and Post-Retirement Ben
Pension and Post-Retirement Benefits | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
PENSION AND POST-RETIREMENT BENEFITS | NOTE R— PENSION AND POST-RETIREMENT BENEFITS We maintain single-employer noncontributory defined benefit pension plans covering certain employees. There have been no new entrants to the U. S. Silica Company plan since May 2009 and to the EP Management Corporation plan since January 2007 for salaried participants and January 2010 for hourly participants when the plans were frozen to all new employees. The plans provide benefits based on each covered employee’s years of qualifying service. Our funding policy is to contribute amounts within the range of the minimum required and maximum deductible contributions for the plans consistent with a goal of appropriate minimization of the unfunded projected benefit obligations. The pension plans use a benefit level per year of service for covered hourly employees and a final average pay method for covered salaried employees. The plans use the projected unit credit cost method to determine the actuarial valuation. We employ a total rate of return investment approach whereby a mix of equities and fixed income investments are used to maximize the long-term return of plan assets for a prudent level of risk. Risk tolerance is established through careful consideration of plan liabilities, plan funded status, and corporate financial condition. The investment portfolio contains a diversified blend of equity and fixed-income investments. Furthermore, equity investments are diversified across U.S. and non-U.S. stocks, as well as growth, value and small and large capitalizations. Investment risk is measured and monitored on an ongoing basis through quarterly investment portfolio reviews, annual liability measurements, and periodic asset/liability studies. We employ a building block approach in determining the long-term rate of return for plan assets. Historical markets are studied and long-term historical relationships between equities and fixed-income are preserved consistent with the widely accepted capital market principle that assets with higher volatility generate a greater return over the long run. Current market factors such as inflation and interest rates are evaluated before long-term capital market assumptions are determined. The long-term portfolio return is established via a building block approach with proper consideration of diversification and rebalancing. Peer data and historical returns are reviewed to check for reasonability and appropriateness. In addition, we provide defined benefit post-retirement health care and life insurance benefits to some employees. Covered employees become eligible for these benefits at retirement after meeting minimum age and service requirements. The projected future cost of providing post-retirement benefits, such as healthcare and life insurance, is recognized as an expense as employees render services. We previously maintained a Voluntary Employees’ Beneficiary Association trust that was used to partially fund health care benefits for future retirees. Benefits were funded to the extent contributions were tax deductible, which under current legislation is limited. In 2017, the trust terminated upon depletion of its assets, which were used in accordance with trust terms. In general, retiree health benefits are paid as covered expenses are incurred. Net pension benefit cost (in thousands) consisted of the following for the years ended December 31, 2019 , 2018 and 2017 : Year Ended 2019 2018 2017 Service cost $ 1,304 $ 1,307 $ 1,037 Interest cost 5,375 4,632 3,971 Expected return on plan assets (6,171 ) (5,969 ) (5,265 ) Net amortization and deferral 1,648 2,526 1,773 Net pension benefit costs $ 2,156 $ 2,496 $ 1,516 Net post-retirement benefit cost (in thousands) consisted of the following for the years ended December 31, 2019 , 2018 and 2017 : Year Ended December 31, 2019 2018 2017 Service cost $ 88 $ 102 $ 107 Interest cost 789 740 753 Expected return on plan assets — — (1 ) Unrecognized net (gain)/loss (29 ) — — Net post-retirement benefit costs $ 848 $ 842 $ 859 The changes in benefit obligations and plan assets (in thousands), as well as the funded status (in thousands) of our pension and post-retirement plans at December 31, 2019 and 2018 are as follows: Pension Benefits Post-retirement Benefits 2019 2018 2019 2018 Benefit obligation at January 1, $ 138,900 $ 122,052 $ 21,570 $ 22,771 Service cost 1,304 1,307 88 102 Interest cost 5,375 4,632 789 740 Actuarial (gain) loss 17,225 (10,263 ) 206 (965 ) Benefits paid (14,922 ) (8,202 ) (815 ) (1,499 ) Other (1) 609 29,374 216 421 Benefit obligation at December 31, $ 148,491 $ 138,900 $ 22,054 $ 21,570 Fair value of plan assets at January 1, $ 102,396 $ 92,067 $ — $ — Actual return on plan assets 17,919 (6,204 ) — — Employer contributions 4,755 3,350 599 1,078 Benefits paid (14,922 ) (8,202 ) (815 ) (1,499 ) Other (1) 283 21,385 216 421 Fair value of plan assets at December 31, $ 110,431 $ 102,396 $ — $ — Plan assets less than benefit obligations at December 31 recognized as liability for pension and other post-retirement benefits $ (38,060 ) $ (36,504 ) $ (22,054 ) $ (21,570 ) (1 ) Includes opening pension benefit obligation and plan assets balances related to the May 1, 2018, EPMH acquisition and other adjustments. The accumulated benefit obligation for the defined benefit pension plans, which excludes the assumption of future salary increases, totaled $148.5 million and $138.9 million at December 31, 2019 and 2018 , respectively. We also sponsor unfunded, nonqualified pension plans. The projected benefit obligation, accumulated benefit obligation and fair value of plan assets for these plans were $1.6 million , $1.6 million and zero , respectively, at December 31, 2019 and $1.5 million , $1.5 million and zero . respectively, at December 31, 2018 . Future estimated annual benefit payments (in thousands) for pension and post-retirement benefit obligations at December 31, 2019 are as follows: Benefits Post-retirement Pension Before After 2020 $ 10,025 $ 1,601 $ 1,431 2021 9,221 1,669 1,502 2022 9,195 1,686 1,520 2023 9,208 1,659 1,492 2024 9,551 1,677 1,513 2025-2029 45,386 7,526 6,677 Our best estimate of expected contributions to the pension and post-retirement medical benefit plans for the 2020 fiscal year are $5.1 million and $1.4 million , respectively. The amounts in accumulated other comprehensive income (loss) expected to be recognized as components of net periodic benefit cost (in thousands) during the following fiscal year are as follows: Benefits Pension Post-retirement Total Net actuarial loss $ 2,532 $ — $ 2,532 Prior service cost 534 — 534 $ 3,066 $ — $ 3,066 The total amounts in accumulated other comprehensive income (loss) related to net actuarial loss, net of tax, for the pension and post-retirement plans was $22.1 million and $17.6 million as of December 31, 2019 and 2018 , respectively. The total amounts in accumulated other comprehensive income (loss) related to prior service cost, net of tax, for the pension and post-retirement plans, was $2.2 million and $2.8 million as of December 31, 2019 and 2018 , respectively. The following weighted-average assumptions were used to determine our obligations under the plans: Pension Benefits Post-retirement Benefits 2019 2018 2019 2018 Discount rate 3.2 % 4.4 % 3.2 % 4.3 % Long-term rate of compensation increase 3.0%-3.5% 3.0%-3.5% N/A N/A Long-term rate of return on plan assets 6.3 % 6.25%-7.15% N/A N/A Health care cost trend rate: Pre-65 initial rate/ultimate rate N/A N/A 7.0%/4.5% 7.3%/4.5% Pre-65 ultimate year N/A N/A — — Post-65 initial rate/ultimate rate N/A N/A 7.5%/4.5% 8.0%/4.5% Post-65 ultimate year N/A N/A 2026/2027 2026/2027 The weighted average discount rate used to determine the projected pension and post-retirement obligations was updated to 3.2% at December 31, 2019 from 4.4% at December 31, 2018. The discount rate reflects the expected long-term rates of return with maturities comparable to payments for the plan obligations utilizing Aon Hewitt's AA Above Medium Curve. Mortality tables used for pension benefits and post-retirement benefits plans are the following: Pension and Post-retirement Benefits 2019 2018 Healthy Lives Pri-2012 base mortality tables with generational mortality improvements using Scale MP-2019 RP-2014 mortality table, adjusted back to 2006 base rates, with generational mortality improvements using Scale MP-2018 Disabled Lives Pri-2012 base mortality tables with generational mortality improvements using Scale MP-2019 RP-2014 disabled retiree mortality table, adjusted back to 2006 base rates, with generational mortality improvements using Scale MP-2018 Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. A one-percentage-point change in assumed health care cost trend rates would have the following effects (in thousands): One-Percentage-Point Increase Decrease Effect on total of service and interest cost $ 100 $ (85 ) Effect on post-retirement benefit obligation 2,341 (2,010 ) The major investment categories and their relative percentage of the fair value of total plan assets as invested at December 31, 2019 , and 2018 are as follows: Pension Benefits Post-retirement Benefits (1) 2019 2018 2019 2018 Equity securities 52.1 % 42.1 % — % — % Debt securities 46.6 % 55.5 % — % — % Cash 1.3 % 2.4 % — % — % (1 ) Retiree health benefits are paid by the Company as covered expenses are incurred. The fair values of the pension plan assets (in thousands) at December 31, 2019 , by asset category, are as follows: Level 1 Level 2 Level 3 Total Cash and cash equivalents $ — $ 1,385 $ — $ 1,385 Mutual funds: Diversified emerging markets 4,942 — — 4,942 Foreign large blend 19,183 — — 19,183 Large-cap blend 20,738 — — 20,738 Mid-cap blend 8,416 — — 8,416 Real estate 4,309 — — 4,309 Fixed income securities: Corporate notes and bonds 37,664 — — 37,664 U.S. Treasuries 10,894 — — 10,894 Mortgage-backed securities — 2,496 — 2,496 Asset-backed securities — 404 — 404 Net asset $ 106,146 $ 4,285 $ — $ 110,431 The fair values of the pension plan assets (in thousands) at December 31, 2018 , by asset category, are as follows: Level 1 Level 2 Level 3 Total Cash and cash equivalents $ — $ 2,449 $ — $ 2,449 Mutual funds: Diversified emerging markets 6,638 — — 6,638 Foreign large blend 11,689 — — 11,689 Large-cap blend 14,226 — — 14,226 Mid-cap blend 6,819 — — 6,819 Small-cap blend 522 — — 522 Real estate 3,192 — — 3,192 Fixed income securities: Corporate notes and bonds 43,745 — — 43,745 U.S. Treasuries 8,486 — — 8,486 Mortgage-backed securities — 3,578 — 3,578 Asset-backed securities — 1,052 — 1,052 Net asset $ 95,317 $ 7,079 $ — $ 102,396 We contribute to three multiemployer defined benefit pension plans under the terms of collective-bargaining agreements for union-represented employees. A multiemployer plan is subject to collective bargaining for employees of two or more unrelated companies. These plans allow multiple employers to pool their pension resources and realize efficiencies associated with the daily administration of the plan. Multiemployer plans are generally governed by a board of trustees composed of management and labor representatives and are funded through employer contributions. However, in most cases, management is not directly represented. The risks of participating in multiemployer plans differ from single employer plans as follows: 1) assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers, 2) if a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers, and 3) if we cease to have an obligation to contribute to one or more of the multiemployer plans to which we contribute, we may be required to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability. A summary of each multiemployer pension plan for which we participate is presented below: Pension Fund EIN/ Pension Plan No. Pension Protection Act Zone Status (1) FIP/RP Status Pending/ Implemented Company Contributions (in thousands) Surcharge Imposed Expiration Date of CBA 2019 2018 2019 2018 2017 LIUNA 52-6074345/001 Red Red Yes $ 385 $ 573 $ 223 Yes 5/31/2020 IUOE 36-6052390/001 Green Green No 310 1,385 40 No 7/31/2022 CSSS (2) 36-6044243/001 Red Red Yes 51 51 51 NA NA (1) The Pension Protection Act of 2006 defines the zone status as follows: green—healthy, yellow—endangered, orange—seriously endangered and red—critical. (2) In 2011, we withdrew from the Central States, Southeast and Southwest Areas Pension Plan. The withdrawal liability of $1.0 million will be paid in monthly installments of $4,000 until 2031. Our contributions to individual multiemployer pension funds did not exceed 5% of the fund’s total contributions for the years ended December 31, 2019 , 2018 and 2017 . Additionally, our contributions to multiemployer post-retirement benefit plans were immaterial for all periods presented in the accompanying consolidated financial statements. We also sponsor a defined contribution plan covering certain employees. We contribute to the plan in two ways. For certain employees not covered by the defined benefit plan, we make a contribution equal to 4% of their salary. We may also contribute an employee discretionary match of up to 50 cents for each dollar contributed by an employee, up to 4% of their earnings. Finally, for some employees, we make a catch-up match of one dollar for each dollar contributed by an employee, up to 6% of catch-up contributions. Contributions were $6.1 million , $2.6 million and $3.0 million for the years ended December 31, 2019 , 2018 and 2017, respectively. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | NOTE S— LEASES We lease railroad cars, office space, mining property, mining/processing equipment, and transportation and other equipment. The majority of our leases have remaining lease terms of one year to 20 years . Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. We have lease agreements with lease and non-lease components, the latter of which are generally accounted for separately. Supplemental balance sheet information related to leases (in thousands except for term and rate information) was as follows: Leases Classification December 31, 2019 Assets Operating Operating lease right-of-use assets $ 53,098 Total leased assets $ 53,098 Liabilities Current Operating Current portion of operating lease liabilities $ 53,587 Non-Current Operating Operating lease liabilities 117,964 Total lease liabilities $ 171,551 We recorded impairment charges of approximately $115.4 million related to the write down of value in the sand railcar fleet to their estimated fair value. These charges relate mainly to the Oil & Gas Segment and are recorded in "Goodwill and other asset impairments" in the Consolidated Statements of Operations. See Note Z - Impairments for additional information. Operating lease liabilities are based on the net present value of the remaining lease payments over the remaining lease term. As most of our leases do not provide an implicit rate, in determining the lease liability and the present value of lease payments, we used our incremental borrowing rate based on the information available at the lease commencement date. The weighted average remaining lease term and discount rate as of December 31, 2019 related to leases are as follows: Lease Term and Discount Rate Weighted average remaining lease term (years): Operating leases 4.5 years Weighted average discount rate: Operating leases 5.7 % The components of lease expense included in our Consolidated Statements of Operations were as follows: Lease Costs Classification Year Ended December 31, 2019 Operating lease costs (1) Cost of Sales $ 88,966 Operating lease costs (2) Selling, general, and administrative 3,993 Right-of-use asset impairment Goodwill and other asset impairments 115,443 Total $ 208,402 (1) Includes short-term operating lease costs of $18.2 million for the year ended December 31, 2019. (2) Includes short-term operating lease costs of $0.7 million for the year ended December 31, 2019. Supplemental cash flow information related to leases was as follows: Year Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 74,740 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases $ 232,123 Maturities of lease liabilities as of December 31, 2019 : Maturities of lease liabilities Operating leases 2020 $ 63,337 2021 44,276 2022 33,526 2023 22,380 2024 16,236 Thereafter 22,284 Total lease payments $ 202,039 Less: Interest 30,488 Total $ 171,551 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE T— INCOME TAXES We evaluate our deferred tax assets periodically to determine if valuation allowances are required. Ultimately, the realization of deferred tax assets is dependent upon generation of future taxable income during those periods in which temporary differences become deductible and/or credits can be utilized. To this end, management considers the level of historical taxable income, the scheduled reversal of deferred tax liabilities, tax-planning strategies and projected future taxable income. Based on these considerations, and the carry-forward availability of a portion of the deferred tax assets, management believes it is more likely than not that we will realize the benefit of the deferred tax assets. Income tax benefit (in thousands) consisted of the following for the years ended December 31, 2019 , 2018 and 2017 : Year ended December 31, 2019 2018 2017 Current: Federal $ — $ 1,076 $ (10,754 ) State (1,188 ) (2,496 ) (1,167 ) Foreign (1,343 ) (518 ) — (2,531 ) (1,938 ) (11,921 ) Deferred: Federal 90,457 25,578 22,641 State 11,225 5,492 (2,040 ) Foreign — — — 101,682 31,070 20,601 Income tax benefit $ 99,151 $ 29,132 $ 8,680 Income tax benefit (in thousands) differed from the amount that would be provided by applying the U.S. federal statutory rate for the years ended December 31, 2019 , 2018 and 2017 due to the following: Year ended December 31, 2019 2018 2017 Income tax (expense) benefit computed at U.S. federal statutory rate $ 90,070 $ 48,290 $ (47,784 ) Decrease (increase) resulting from: Statutory depletion 4,679 12,090 20,259 Goodwill impairment — (29,157 ) — Prior year tax return reconciliation 3,121 530 219 State income taxes, net of federal benefit 9,486 2,592 (2,267 ) Adjustment to deferred taxes from the Tax Act rate reduction — — 35,772 Equity compensation (6,440 ) (653 ) 2,602 Other, net (1,765 ) (4,560 ) (121 ) Income tax benefit $ 99,151 $ 29,132 $ 8,680 The largest permanent item in computing both our effective tax rate and taxable income is the deduction allowed for statutory percentage depletion. The deduction for statutory percentage depletion does not necessarily change proportionately to changes in income before income taxes. For the year ended December 31, 2018, the tax effect of the goodwill impairment described in Note I - Goodwill and Intangible Assets is a significant permanent item in the effective tax rate calculation. Deferred tax assets and liabilities are recognized for the estimated future tax effects, based on enacted tax laws, of temporary differences between the values of assets and liabilities recorded for financial reporting and for tax purposes and of net operating loss and other carry forwards. The tax effects of the types of temporary differences and carry forwards that gave rise to deferred tax assets and liabilities (in thousands) at December 31, 2019 and 2018 consisted of the following: December 31, 2019 2018 Gross deferred tax assets: Net operating loss carry forward and state tax credits $ 32,173 $ 11,089 Pension and post-retirement benefit costs 13,976 13,303 Alternative minimum tax credit carry forward 7,895 15,971 Property, plant and equipment 7,179 5,474 Accrued expenses 15,336 27,025 Inventories 6,507 774 Third-party products liability 236 231 Stock-based compensation expense 2,390 8,199 Note payable 109 3,724 Interest expense limitation 22,324 — Lease obligation liability 29,604 — Other 5,191 8,116 Total deferred tax assets 142,920 93,906 Gross deferred tax liabilities: Land and mineral property basis difference (124,182 ) (165,002 ) Fixed assets and depreciation (44,314 ) (55,596 ) Intangibles (12,541 ) (10,346 ) Other (468 ) (201 ) Total deferred tax liabilities (181,505 ) (231,145 ) Net deferred tax liabilities $ (38,585 ) $ (137,239 ) We have federal net operating loss carry forwards of approximately $122.3 million at December 31, 2019 . The losses will expire in years 2028 through 2037 . The losses are subject to an annual limitation under Internal Revenue Code Section 382, but are expected to be fully realized. Under the Tax Act, net operating loss (NOL) deductions arising in tax years beginning after December 31, 2017 can only offset up to 80 percent of future taxable income. The Act also prohibits NOL carrybacks, but allows indefinite carryforwards for NOLs arising in tax years beginning after December 31, 2017. Net operating losses arising before January 1, 2018 are accounted for under the previous tax rules that imposed no limit on the amount of the taxable income that can be set off using NOLs (except for a 90 percent limit for AMT carryforwards) and that can be carried back 2 years and carried forward 20 years. At December 31, 2019 and 2018 , we have an alternative minimum tax credit carry forward of approximately $16.2 million and $16.0 million , respectively. The Tax Act repeals the corporate alternative minimum tax (AMT), effective for tax years beginning after December 31, 2017, but allows an entity to claim portions of any unused AMT credits over the next four years to offset its regular tax liability. An entity with unused AMT credits as of December 31, 2017 can first use these credits to offset its regular tax for 2017 and can then claim up to 50 percent of the remaining AMT credits in 2018, 2019, and 2020, with all remaining AMT credits refundable in 2021. Based on the Tax Act repeal of AMT, $8.1 million was reclassified from deferred tax assets to other receivables. See Note F - Accounts Receivable . At the end of each reporting period as presented, there were no material amounts of interest and penalties recognized in the statement of operations or balance sheets. We have no material unrecognized tax benefits or any known material tax contingencies at December 31, 2019 or December 31, 2018 and do not expect this to change significantly within the next twelve months. Tax returns filed with the IRS for the years 2016 through 2018 along with tax returns filed with numerous state entities remain subject to examination. |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | NOTE L—DEFERRED REVENUE We enter into certain customer supply agreements which give the customers the right to purchase certain products for a discounted price at certain volumes over an average initial contract term of one to fifteen years. The advance payments represent future purchases and are recorded as deferred revenue, recognized as revenue over the contract term of each supply agreement. During the year ended December 31, 2019 we received advances of $12.2 million . At December 31, 2019 and 2018 , the total deferred revenue balance was $50.6 million and $113.3 million , respectively, of which $15.1 million and $31.6 million was classified as current on our Balance Sheets. The decrease in the current year balance is partially attributable to revenue recognized as variable consideration from shortfall penalties assessed to multiple customers according to contract terms. In some cases, amounts recorded are estimates NOTE U— REVENUE We consider sales disaggregated at the product and service level by business segment to depict how the nature, amount, timing and uncertainty of revenues and cash flow are impacted by changes in economic factors. The following table reflects our sales disaggregated by major source for the year ended December 31, 2019 (in thousands): Year Ended December 31, 2019 Year Ended December 31, 2018 Category Oil & Gas Proppants Industrial & Specialty Products Total Sales Oil & Gas Proppants Industrial & Specialty Products Total Sales Product $ 704,516 $ 463,956 $ 1,168,472 $ 888,509 $ 394,290 $ 1,282,799 Service 306,005 — 306,005 294,482 17 294,499 Total Sales $ 1,010,521 $ 463,956 $ 1,474,477 $ 1,182,991 $ 394,307 $ 1,577,298 The following tables reflect the changes in our contract assets, which we classify as unbilled receivables and our contract liabilities, which we classify as deferred revenues, for the year ended December 31, 2019 (in thousands): Unbilled Receivables December 31, 2019 December 31, 2018 Beginning Balance $ 90 $ 5,245 Reclassifications to billed receivables (3,983 ) (11,157 ) Revenues recognized in excess of period billings 4,037 6,002 Ending Balance $ 144 $ 90 Deferred Revenue December 31, 2019 December 31, 2018 Beginning Balance $ 113,319 $ 118,414 Revenues recognized from balances held at the beginning of the period (65,225 ) (33,381 ) Revenues deferred from period collections on unfulfilled performance obligations 12,225 31,625 Revenues recognized from period collections (9,685 ) (3,339 ) Ending Balance $ 50,634 $ 113,319 We have elected to use the practical expedients allowed under ASC 606-10-50-14, pursuant to which we have excluded disclosures of transaction prices allocated to remaining performance obligations and when we expect to recognize such revenue. The majority of our remaining performance obligations are primarily comprised of unfulfilled product, transportation service, and labor service orders, all of which hold a remaining duration of less than one year . The long term portion of deferred revenue primarily represents a combination of refundable and nonrefundable customer prepayments for which related current performance obligations do not yet exist, but are expected to arise, before the expiration of the contract. Our residual unfulfilled performance obligations are comprised primarily of long-term equipment rental arrangements in which we recognize revenues equal to what we have a right to invoice. Generally, no variable consideration exists related to our remaining performance obligations and no consideration is excluded from the associated transaction prices. However, the decrease in the current year deferred revenue balance is partially attributable to revenue recognized as variable consideration from shortfall penalties assessed to multiple customers according to contract terms as of December 31, 2019. During 2019, the Company recognized revenue as variable consideration from shortfall penalties according to contract terms in the amount of $70.6 million . In some cases, amounts recorded are estimates which are in negotiation and may increase or decrease. Foreign Operations Foreign operations constituted approximately $92.8 million and $66.9 million of our consolidated sales; $27.7 million and $7.3 million of consolidated assets; $7.0 million and $5.9 million of pre-tax income and $5.5 million and $4.7 million of net income as of and for the years ended December 31, 2019 and 2018, respectively. We had no significant foreign operations during the year ended December 31, 2017. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE V— RELATED PARTY TRANSACTIONS A former employee, who was an officer of one of our operating subsidiaries prior to the third quarter of 2018, held an ownership interest in a transportation brokerage and logistics services vendor, from which we made purchases of approximately $2.9 million and $4.7 million for the years ended December 31, 2018 and, 2017 , respectively. There were no related party transactions during the year ended December 31, 2019 . |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | NOTE W— SEGMENT REPORTING Our business is organized into two reportable segments, Oil & Gas Proppants and Industrial & Specialty Products, based on end markets. The reportable segments are consistent with how management views the markets that we serve and the financial information reviewed by the chief operating decision maker. We manage our Oil & Gas Proppants and Industrial & Specialty Products businesses as components of an enterprise for which separate information is available and is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and assess performance. In the Oil & Gas Proppants segment, we serve the oil and gas recovery market primarily by providing and delivering fracturing sand, or “frac sand,” which is pumped down oil and natural gas wells to prop open rock fissures and increase the flow rate of oil and natural gas from the wells. The Industrial & Specialty Products segment consists of over 400 product types and materials used in a variety of markets including building and construction products, fillers and extenders, filtration, glassmaking, absorbents, foundry, and sports and recreation. An operating segment’s performance is primarily evaluated based on segment contribution margin, which excludes selling, general, and administrative costs, corporate costs, plant capacity expansion expenses, and facility closure costs. We believe that segment contribution margin, as defined above, is an appropriate measure for evaluating the operating performance of our segments. However, segment contribution margin is a non-GAAP measure and should be considered in addition to, not a substitute for, or superior to, net income (loss) or other measures of financial performance prepared in accordance with GAAP. The other accounting policies of each of the two reportable segments are the same as those in Note B - Summary of Significant Accounting Policies to these Consolidated Financial Statements. The following table presents sales and segment contribution margin (in thousands) for the reportable segments and other operating results not allocated to the reported segments for the years ended December 31, 2019 , 2018 and 2017 : Year Ended 2019 2018 2017 Sales: Oil & Gas Proppants $ 1,010,521 $ 1,182,991 $ 1,020,365 Industrial & Specialty Products 463,956 394,307 220,486 Total sales 1,474,477 1,577,298 1,240,851 Segment contribution margin: Oil & Gas Proppants 248,594 357,846 301,972 Industrial & Specialty Products 178,215 155,084 88,781 Total segment contribution margin 426,809 512,930 390,753 Operating activities excluded from segment cost of sales (1) (85,625 ) (98,761 ) (16,722 ) Selling, general and administrative (150,848 ) (146,971 ) (107,056 ) Depreciation, depletion and amortization (179,444 ) (148,832 ) (97,233 ) Goodwill and other asset impairments (363,847 ) (281,899 ) — Interest expense (95,472 ) (70,564 ) (31,342 ) Other income (expense), net, including interest income 19,519 4,144 (1,874 ) Income tax benefit 99,151 29,132 8,680 Net (loss) income $ (329,757 ) $ (200,821 ) $ 145,206 Less: Net loss attributable to non-controlling interest (675 ) (13 ) — Net (loss) income attributable to U.S. Silica Holdings, Inc. $ (329,082 ) $ (200,808 ) $ 145,206 (1) 2019 and 2018 mainly driven by plant capacity expansion expenses, amortization of purchase accounting inventory fair value step-up, and facility closure costs. Asset information, including capital expenditures and depreciation, depletion, and amortization, by segment is not included in reports used by management in its monitoring of performance and, therefore, is not reported by segment. At December 31, 2019 , goodwill of $273.5 million has been allocated to these segments with $86.1 million assigned to Oil & Gas Proppants and $187.4 million to Industrial & Specialty Products. At December 31, 2018, goodwill of $261.3 million had been allocated to these segments with $86.1 million assigned to Oil & Gas Proppants and $175.2 million to Industrial & Specialty Products. |
Unaudited Supplementary Data
Unaudited Supplementary Data | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
UNAUDITED SUPPLEMENTARY DATA | NOTE X— UNAUDITED SUPPLEMENTARY DATA The following table sets forth our unaudited quarterly consolidated statements of operations (in thousands, except per share data) for each of the four quarters in the years ended December 31, 2019 and 2018 . This unaudited quarterly information has been prepared on the same basis as our annual audited financial statements and includes all adjustments, consisting only of normal recurring adjustments that are necessary to present fairly the financial information for the fiscal quarters presented. First Second Third Fourth 2019 (Unaudited) Sales: Product $ 296,860 $ 303,041 $ 287,977 $ 280,594 Service 81,890 91,813 73,837 58,465 Cost of sales (excluding depreciation, depletion and amortization): Product 234,916 225,473 226,797 212,905 Service 62,622 68,687 56,836 45,057 Operating expenses: Selling, general and administrative 34,656 38,659 40,208 37,325 Depreciation, depletion and amortization 44,600 44,899 47,126 42,819 Goodwill and other asset impairments — — 130 363,717 Total operating expenses 79,256 83,558 87,464 443,861 Operating (loss) income 1,956 17,136 (9,283 ) (362,764 ) Other (expense) income: Interest expense (23,978 ) (23,765 ) (24,733 ) (22,996 ) Other income (expense), net, including interest income 722 15,074 3,280 443 Total other expense (23,256 ) (8,691 ) (21,453 ) (22,553 ) (Loss) income before income taxes (21,300 ) 8,445 (30,736 ) (385,317 ) Income tax benefit 1,972 (2,384 ) 7,671 91,892 Net (loss) income (19,328 ) 6,061 (23,065 ) (293,425 ) Less: Net loss attributable to non-controlling interest (4 ) (89 ) (28 ) (554 ) Net (loss) income attributable to U.S. Silica Holdings, Inc. $ (19,324 ) $ 6,150 $ (23,037 ) $ (292,871 ) (Loss) earnings per share, basic $ (0.26 ) $ 0.08 $ (0.31 ) $ (4.00 ) (Loss) earnings per share, diluted $ (0.26 ) $ 0.08 $ (0.31 ) $ (4.00 ) Weighted average shares outstanding, basic 73,040 73,301 73,328 73,343 Weighted average shares outstanding, diluted 73,040 73,505 73,328 73,343 Dividends declared per share $ 0.06 $ 0.06 $ 0.06 $ 0.06 First Second Third Fourth 2018 (Unaudited) Sales: Product $ 294,788 $ 345,957 $ 348,635 $ 293,419 Service 74,525 81,476 74,537 63,961 Cost of sales (excluding depreciation, depletion and amortization): Product 207,239 236,236 270,370 241,624 Service 53,671 56,609 51,966 45,414 Operating expenses: Selling, general and administrative 34,591 42,232 37,980 32,168 Depreciation, depletion and amortization 28,592 36,563 37,150 46,527 Goodwill and other asset impairments — 16,184 — 265,715 Total operating expenses 63,183 94,979 75,130 344,410 Operating (loss) income 45,220 39,609 25,706 (274,068 ) Other (expense) income: Interest expense (7,070 ) (20,214 ) (21,999 ) (21,281 ) Other income (expense), net, including interest income 665 1,081 1,062 1,336 Total other expense (6,405 ) (19,133 ) (20,937 ) (19,945 ) (Loss) income before income taxes 38,815 20,476 4,769 (294,013 ) Income tax benefit (7,521 ) (2,832 ) 1,547 37,938 Net (loss) income 31,294 17,644 6,316 (256,075 ) Less: Net loss attributable to non-controlling interest — — — (13 ) Net (loss) income attributable to U.S. Silica Holdings, Inc. $ 31,294 $ 17,644 $ 6,316 $ (256,062 ) Earnings (loss) per share, basic $ 0.39 $ 0.23 $ 0.08 $ (3.44 ) Earnings (loss) per share, diluted $ 0.39 $ 0.22 $ 0.08 $ (3.44 ) Weighted average shares, basic 79,496 77,784 77,365 74,485 Weighted average shares, diluted 80,309 78,480 77,859 74,485 Dividends declared per share $ 0.06 $ 0.06 $ 0.06 $ 0.06 |
Parent Company Financials
Parent Company Financials | 12 Months Ended |
Dec. 31, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
PARENT COMPANY FINANCIALS | NOTE Y— PARENT COMPANY FINANCIALS U.S. SILICA HOLDINGS, INC. (PARENT COMPANY ONLY) CONDENSED BALANCE SHEETS December 31, 2019 2018 (in thousands) ASSETS Current Assets: Cash and cash equivalents $ 51,849 $ 107,151 Due from affiliates 138,988 100,094 Total current assets 190,837 207,245 Investment in subsidiaries 530,830 850,099 Total assets $ 721,667 $ 1,057,344 LIABILITIES AND STOCKHOLDERS’ EQUITY Current Liabilities: Accrued expenses and other current liabilities $ 129 $ 217 Dividends payable 4,958 4,823 Total current liabilities 5,087 5,040 Total liabilities 5,087 5,040 Stockholders’ Equity: Preferred stock — — Common stock 823 818 Additional paid-in capital 1,185,116 1,169,383 Retained (deficit) earnings (279,956 ) 67,854 Treasury stock, at cost (180,912 ) (178,215 ) Accumulated other comprehensive loss (19,854 ) (15,020 ) Total U.S. Silica Holdings, Inc. stockholders’ equity 705,217 1,044,820 Non-controlling interest 11,363 7,484 Total stockholders' equity 716,580 1,052,304 Total liabilities and stockholders’ equity $ 721,667 $ 1,057,344 U.S. SILICA HOLDINGS, INC. (PARENT COMPANY ONLY) CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) Year ended December 31, 2019 2018 2017 (in thousands) Sales $ — $ — $ — Cost of sales — — — Operating expenses Selling, general and administrative 253 254 252 Total operating expenses 253 254 252 Operating loss (253 ) (254 ) (252 ) Other income (expense) Interest income 1,440 2,784 3,854 Total other income 1,440 2,784 3,854 Income before income taxes and equity in net earnings of subsidiaries 1,187 2,530 3,602 Income tax expense (327 ) (696 ) (1,453 ) Income before equity in net earnings of subsidiaries 860 1,834 2,149 Equity in earnings of subsidiaries, net of tax (330,617 ) (202,655 ) 143,057 Net (loss) income (329,757 ) (200,821 ) 145,206 Less: Net loss attributable to non-controlling interest (675 ) (13 ) — Net (loss) income attributable to U.S. Silica Holdings, Inc. (329,082 ) (200,808 ) 145,206 Net (loss) income (329,757 ) (200,821 ) 145,206 Other comprehensive (loss) income Unrealized loss on derivatives (net of tax of $(456),$(470), and $(27) for 2019, 2018, and 2017, respectively) (1,432 ) (1,545 ) (44 ) Foreign currency translation adjustment (net of tax of $ (60 ), $(196), and $2 for 2019, 2018 and 2017, respectively) (188 ) (614 ) (6 ) Pension and other post-retirement benefits liability a djus tment (net of tax of $(1,024), $339, and $1,205 for 2019, 2018 and 2017, respectively) (3,214 ) 1,065 2,000 Comprehensive (loss) income (334,591 ) (201,915 ) 147,156 Less: Comprehensive loss attributable to non-controlling interest (675 ) (13 ) — Comprehensive (loss) income attributable to U.S. Silica Holdings, Inc. (333,916 ) (201,902 ) 147,156 U.S. SILICA HOLDINGS, INC. (PARENT COMPANY ONLY) CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (amounts in thousands) Par Value Treasury Stock Additional Paid-In Capital Retained Earnings - Present Accumulated Other Comprehensive Income (Loss) Total U.S. Silica, Inc. Stockholders' Equity Non-controlling Interest Total Balance at January 1, 2017 $ 811 $ (3,869 ) $ 1,129,051 $ 163,173 $ (15,876 ) $ 1,273,290 $ — $ 1,273,290 Net income — — — 145,206 — 145,206 — 145,206 Unrealized loss on derivatives — — — — (44 ) (44 ) — (44 ) Foreign currency translation adjustment — — — — (6 ) (6 ) — (6 ) Pension and post-retirement liability — — — — 2,000 2,000 — 2,000 Cash dividend declared ($0.25 per share) — — — (20,387 ) — (20,387 ) — (20,387 ) Common stock-based compensation plans activity: Equity-based compensation — — 25,050 — — 25,050 — 25,050 Proceeds from options exercised — 1,190 (392 ) — — 798 — 798 Issuance of restricted stock — 1,859 (1,859 ) — — — — — Shares withheld for employee taxes related to vested restricted stock and stock units 1 386 (4,766 ) — — (4,379 ) — (4,379 ) Repurchase of common stock (25,022 ) (25,022 ) — (25,022 ) Balance at December 31, 2017 $ 812 $ (25,456 ) $ 1,147,084 $ 287,992 $ (13,926 ) $ 1,396,506 $ — $ 1,396,506 Net loss — — — (200,808 ) — (200,808 ) (13 ) (200,821 ) Unrealized loss on derivatives — — — — (1,545 ) (1,545 ) — (1,545 ) Foreign currency translation adjustment — — — — (614 ) (614 ) — (614 ) Pension and post-retirement liability — — — — 1,065 1,065 — 1,065 Cash dividend declared ($0.25 per share) — — — (19,330 ) — (19,330 ) — (19,330 ) Contributions from non-controlling interest — — — — — — 7,497 7,497 Common stock-based compensation plans activity: Equity-based compensation — — 22,337 — — 22,337 — 22,337 Proceeds from options exercised — 93 (32 ) — — 61 — 61 Shares withheld for employee taxes related to vested restricted stock and stock units 6 (4,383 ) (6 ) — — (4,383 ) — (4,383 ) Repurchase of common stock — (148,469 ) — — — (148,469 ) — (148,469 ) Balance at December 31, 2018 $ 818 $ (178,215 ) $ 1,169,383 $ 67,854 $ (15,020 ) $ 1,044,820 $ 7,484 $ 1,052,304 Net loss — — — (329,082 ) — (329,082 ) (675 ) (329,757 ) Unrealized loss on derivatives — — — — (1,432 ) (1,432 ) — (1,432 ) Foreign currency translation adjustment — — — — (188 ) (188 ) — (188 ) Pension and post-retirement liability — — — — (3,214 ) (3,214 ) — (3,214 ) Cash dividend declared ($0.25 per share) — — — (18,728 ) — (18,728 ) — (18,728 ) Contributions from non-controlling interest — — — — — — 4,554 4,554 Common stock-based compensation plans activity: Equity-based compensation — — 15,906 — — 15,906 — 15,906 Proceeds from options exercised — 296 (168 ) — — 128 — 128 Shares withheld for employee taxes related to vested restricted stock and stock units 5 (2,993 ) (5 ) — — (2,993 ) — (2,993 ) Balance at December 31, 2019 $ 823 $ (180,912 ) $ 1,185,116 $ (279,956 ) $ (19,854 ) $ 705,217 $ 11,363 $ 716,580 U.S. SILICA HOLDINGS, INC. (PARENT COMPANY ONLY) CONDENSED STATEMENTS OF CASH FLOWS Year ended December 31, 2019 2018 2017 (in thousands) Operating activities: Net (loss) income $ (329,757 ) $ (200,821 ) $ 145,206 Adjustments to reconcile net (loss) income to net cash provided by operating activities: Undistributed loss (income) from equity method investment, net 330,617 202,655 (143,057 ) Changes in assets and liabilities, net of effects of acquisitions: Accounts payable and accrued liabilities (88 ) (295 ) 48 Net cash provided by operating activities 772 1,539 2,197 Investing activities: Investment in subsidiary — — (143,654 ) Net cash used in investing activities — — (143,654 ) Financing activities: Dividends paid (18,592 ) (19,912 ) (20,377 ) Repurchase of common stock — (148,469 ) (25,022 ) Proceeds from options exercised 128 61 798 Tax payments related to shares withheld for vested restricted stock and stock units (2,993 ) (4,383 ) (4,379 ) Contributions from non-controlling interest 4,554 7,497 — Net financing activities with subsidiaries (39,171 ) 40,171 (113,294 ) Net cash used in financing activities (56,074 ) (125,035 ) (162,274 ) Net decrease in cash and cash equivalents (55,302 ) (123,496 ) (303,731 ) Cash and cash equivalents, beginning of period 107,151 230,647 534,378 Cash and cash equivalents, end of period $ 51,849 $ 107,151 $ 230,647 Supplemental cash flow information: Cash (received) paid during the period for: Interest $ (1,440 ) $ (2,784 ) $ (3,853 ) Notes to Condensed Financial Statements of Registrant (Parent Company Only) These condensed parent company only financial statements have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X, because the restricted net assets of the subsidiaries of U.S. Silica Holdings, Inc. (as defined in Rule 4-08(e)(3) of Regulation S-X) exceed 25% of the consolidated net assets of the Company. The ability of the Company's operating subsidiaries to pay dividends may be restricted due to the terms of the Company's Credit Facility, as discussed in Note K - Debt to these financial statements. These condensed parent company financial statements have been prepared using the same accounting principles and policies described in the notes to the consolidated financial statements; the only exceptions are that (a) the parent company accounts for its subsidiaries using the equity method of accounting, (b) taxes are allocated to the parent from the subsidiary using the separate return method, and (c) intercompany loans are not eliminated. In the parent company financial statements, the Company's investment in subsidiaries is stated at cost plus equity in undistributed earnings of subsidiaries since the date of acquisition. These condensed parent company financial statements should be read in conjunction with the Company's consolidated financial statements and related notes thereto included elsewhere in this report. No cash dividends were paid to the parent by its consolidated entities for the years presented in the condensed financial statements. |
Impairments
Impairments | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Text Block Supplement [Abstract] | |
IMPAIRMENTS | NOTE Z— IMPAIRMENTS During the fourth quarter of 2019, similar to the fourth quarter of 2018, we experienced a sharp decline in customer demand for Northern White frac sand and for regional non-in-basin frac sand as more tons are produced and sold in-basin. Additionally, the price of frac sand decreased significantly. Given the changes in demand and customer preferences of local in-basin sand, we also experienced a significant decline in the utilization of the sand railcar fleet in our transload network. A significant number of sand railcars have been put into storage and are no longer used to deliver sand to our customers. In response to these economic conditions, we implemented numerous cost reductions including headcount reductions and a reduction of frac sand capacity at multiple locations. As a result of the events described above, we have recorded impairment charges (in thousands) for the years ended December 31, 2019 and 2018 for the following assets: Description December 31, 2019 December 31, 2018 Inventories, net $ 4,100 $ 3,316 Property, plant and mine development, net 243,064 109,938 Operating lease right-of-use assets 115,443 — Goodwill — 164,167 Intangible assets, net 1,240 4,478 Total $ 363,847 $ 281,899 2019 Impairments As a result of triggering events described above, which occurred in the fourth quarter of 2019, we completed an impairment assessment of our frac sand-related assets, including plant, property and mine development, right-of-use assets, inventories, and other intangible assets. Inventories, net We recorded impairment charges for unused inventory at frac sand plants we idled. These charges relate to the Oil & Gas Segment and are recorded in "Goodwill and other asset impairments" in the Consolidated Statements of Operations. Property, plant and mine development We estimated the future undiscounted net cash flows of asset groupings, which are at the plant level, using estimates of proven and probable sand reserves, estimated future sales prices (considering historical and current prices, price trends and related factors) and operating costs and anticipated capital expenditures. In the cases where the undiscounted cash flows are less than the carrying value of the assets, we recognized an impairment loss equal to the amount by which the carrying value exceeds the fair value of the assets. Impairment charges of approximately $243.1 million were recorded mainly related to facilities that have reduced capacity or have been idled, including Tyler, Texas, Sparta, Wisconsin, and Utica, Illinois. These charges relate to the Oil & Gas Segment and are recorded in "Goodwill and other asset impairments" in the Consolidated Statements of Operations. Operating lease right-of-use assets We determined the fair value of the railcars primarily utilizing internally developed cash flow models and quoted market prices, discounted at an appropriate weighted average cost of capital. As a result, we recognized impairment charges of approximately $115.4 million to write down the value of railcars to their estimated fair value. These charges relate mainly to the Oil & Gas Segment and are recorded in "Goodwill and other asset impairments" in the Consolidated Statements of Operations. Intangible assets, net We recorded a $1.2 million impairment of customer relationships related to the Oil & Gas segment that was recorded in the "Goodwill and other asset impairments" caption of our Consolidated Statements of Operations. 2018 Impairments During the fourth quarter of 2018, we experienced a declining shift in demand for Northern White sand caused by some of our customers shifting to local in-basin frac sands with lower logistics costs. Our largest customer at our Voca, Texas plant did not renew their contract, instead opting to sign a new contract with us for local in-basin frac sand. Additionally, Northern White Sand operations and reserves in Fairchild, Wisconsin and Peru, Illinois experienced a similar significant fourth quarter decline in demand due to customers' shift to local in-basin sand closer to their operations. As a result of these triggering events, we completed an impairment assessment of our frac sand-related assets, including plant, property and mine development, goodwill and other intangible assets. Inventories, net We recorded impairment charges for unused inventory related to the closure of our resin coating facility and associated product portfolio. These charges relate to the Oil & Gas Segment and are recorded in "Goodwill and other asset impairments" in the Consolidated Statements of Operations. Property, plant and mine development We estimated the future undiscounted net cash flows of asset groupings using estimates of proven and probable sand reserves, estimated future sales prices (considering historical and current prices, price trends and related factors) and operating costs and anticipated capital expenditures. In the cases where the undiscounted cash flows are less than the carrying value of the assets, we recognized an impairment loss equal to the amount by which the carrying value exceeds the fair value of the assets. Impairment charges of approximately $109.9 million were recorded mainly related to facilities that have reduced capacity, have been idled or were undeveloped, including Voca, Texas, Fairchild, Wisconsin, Rochelle, Illinois, and Peru, Illinois. These charges relate to the Oil & Gas Segment and are recorded in "Goodwill and other asset impairments" in the Consolidated Statements of Operations. Goodwill and Intangible Assets, net We performed a quantitative analysis and determined that the goodwill of our Oil & Gas Sand reporting unit was impaired. We recognized goodwill impairment charges of $164.2 million and intangible asset impairment charges related to trade names of $4.5 million during the fourth quarter of 2018. These impairment charges were recorded in the "Goodwill and other asset impairments" caption of our Consolidated Statements of Operations. The fair value of our reporting units was determined using a combination of the discounted cash flow method and the market multiples approach. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE AA-SUBSEQUENT EVENTS On January 3, 2020 , we paid a cash dividend of $4.6 million or $0.0625 per share to common stockholders of record on December 13, 2019 , which had been declared by our Board of Directors on November 12, 2019 . On February 10, 2020, our Board of Directors declared a quarterly cash dividend of $0.02 per share to common stockholders of record at the close of business on March 13, 2020, payable on April 3, 2020. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The accompanying Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). In the opinion of management, all adjustments necessary for a fair presentation of the Consolidated Financial Statements have been included. Such adjustments are of a normal, recurring nature. Throughout this report we refer to (i) our Consolidated Balance Sheets as our “Balance Sheets,” (ii) our Consolidated Statements of Operations as our “Income Statements,” and (iii) our Consolidated Statements of Cash Flows as our “Cash Flows.” |
Consolidation | Consolidation The Consolidated Financial Statements include the accounts of Holdings and its direct and indirect wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. We follow FASB Accounting Standards Codification (“ASC”) guidance for identification and reporting of entities over which control is achieved through means other than voting rights. The guidance defines such entities as Variable Interest Entities (“VIEs”). We consolidate VIEs when we have variable interests and are the primary beneficiary. We continually evaluate our involvement with VIEs to determine when these criteria are met. |
Reclassifications | Reclassifications Certain reclassifications of prior period presentations have been made to conform to the current period presentation. |
Use of Estimates and Assumptions | Use of Estimates and Assumptions The preparation of Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the related disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. The more significant areas requiring the use of management estimates and assumptions relate to the purchase price allocation for businesses acquired; mineral reserves that are the basis for future cash flow estimates utilized in impairment calculations and units-of-production amortization calculations; environmental, reclamation and closure obligations; estimates of recoverable minerals; estimates of allowance for doubtful accounts; estimates of fair value for certain reporting units and asset impairments (including impairments of goodwill, intangible assets and other long-lived assets); write-downs of inventory to net realizable value; equity-based compensation expense; post-employment, post-retirement and other employee benefit liabilities; valuation allowances for deferred tax assets; contingent considerations; reserves for contingencies and litigation and the fair value and accounting treatment of financial instruments, including derivative instruments. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Accordingly, actual results may differ significantly from these estimates under different assumptions or conditions. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of all highly liquid investments with a maturity of three months or less when purchased. Because of the short maturity of these investments, the carrying amounts approximate their fair value. Cash and cash equivalents are invested primarily in money market securities held by financial institutions with high credit ratings. Accounts at each institution are insured by the Federal Deposit Insurance Corporation. Cash balances at times may exceed federally-insured limits. We have not experienced any losses in such accounts and believe we are not exposed to any significant credit risk on cash. |
Accounts Receivables | Accounts Receivable |
Inventories | Inventories |
Property, Plant and Mine Development | Property, Plant and Mine Development Plant and equipment Plant and equipment is recorded at cost and depreciated over their estimated useful lives. Interest incurred during construction of facilities is capitalized and depreciated over the life of the asset. Costs for normal repairs and maintenance that do not extend economic life or improve service potential are expensed as incurred. Costs of improvements that extend economic life or improve service potential are capitalized and depreciated over the estimated remaining useful life. Depreciation is recorded using the straight-line method over the assets’ estimated useful lives as follows: buildings ( 15 years); land improvements ( 10 years); machinery and equipment, including computer equipment and software ( 3 - 10 years); furniture and fixtures ( 8 years). Leasehold improvements are depreciated over the shorter of the asset life or lease term. Construction-in-progress is primarily comprised of machinery and equipment which have not yet been placed in service. Mining property and development Mining property and development includes mineral deposits and mine exploration and development. Mineral deposits are initially recognized at cost, which approximates the estimated fair value on the date of purchase. Mine exploration and development costs include engineering and mineral studies, drilling and other related costs to delineate an ore body, and the removal of overburden to initially expose an ore body for production. Costs incurred before mineralization are classified as proven and probable reserves are expensed and classified as exploration or advanced projects, research and development expense. Capitalization of mine development project costs, that meet the definition of an asset, begins once mineralization is classified as proven and probable reserves. The cost of removing overburden and waste materials to access the ore body at an open pit mine prior to the production phase are referred to as “pre-stripping costs.” Pre-stripping costs are capitalized during the development of an open pit mine. The production phase of an open pit mine commences when saleable minerals, beyond a de minimis amount, are produced. Stripping costs incurred during the production phase of a mine are variable production costs that are included as a component of inventory to be recognized in costs applicable to sales in the same period as the revenue from the sale of inventory. Depletion and amortization of mineral deposits and mine development costs are recorded as the minerals are extracted, based on units of production and engineering estimates of mineable reserves. The impact of revisions to reserve estimates is recognized on a prospective basis. See Note H - Property, Plant and Mine Development . Mine reclamation costs and asset retirement obligations We recognize the fair value of any liability for conditional asset retirement obligations, including environmental remediation liabilities when incurred, which is generally upon acquisition, construction or development and/or through the normal operation of the asset, if sufficient information exists to reasonably estimate the fair value of the liability. These obligations generally include the estimated net future costs of dismantling, restoring and reclaiming operating mines and related mine sites, in accordance with federal, state, local regulatory and land lease agreement requirements. The liability is accreted over time through periodic charges to earnings. In addition, the asset retirement cost is capitalized as part of the asset’s carrying value and amortized over the life of the related asset. Reclamation costs are periodically adjusted to reflect changes in the estimated present value resulting from the passage of time and revisions to the estimates of either the timing or amount of the reclamation and abandonment costs. The reclamation obligation is based on when spending for an existing environmental disturbance will occur. If the asset retirement obligation is settled for other than the carrying amount of the liability, a gain or loss is recognized on settlement. We review, on an annual basis, unless otherwise deemed necessary, the reclamation obligation at each mine site in accordance with ASC guidance for accounting for reclamation obligations. |
Impairment or Disposal of Property, Plant and Mine Development | Impairment or Disposal of Property, Plant and Mine Development We periodically evaluate whether current events or circumstances indicate that the carrying value of our property, plant and equipment assets may not be recoverable. If circumstances indicate that the carrying value may not be recoverable, we estimate future undiscounted net cash flows using estimates of proven and probable sand reserves, estimated future sales prices (considering historical and current prices, price trends and related factors) and operating costs and anticipated capital expenditures. If the undiscounted cash flows are less than the carrying value of the assets, we recognize an impairment loss equal to the amount by which the carrying value exceeds the fair value of the assets. The recoverability of the carrying value of our mineral properties is dependent upon the successful development, start-up and commercial production of our mineral deposit and the related processing facilities. Our evaluation of mineral properties for potential impairment primarily includes assessing the existence or availability of required permits and evaluating changes in our mineral reserves, or the underlying estimates and assumptions, including estimated production costs. Assessing the economic feasibility requires certain estimates, including the prices of products to be produced and processing recovery rates, as well as operating and capital costs. Gains on the sale of property, plant and mine development are included in income when the assets are disposed of provided there is more than reasonable certainty of the collectability of the sales price and any future activities required to be performed by us relating to the disposal of the assets are complete or insignificant. Upon retirement or disposal of assets, all costs and related accumulated depreciation or amortization are written-off. |
Goodwill and Other Intangible Assets and Related Impairment | Goodwill and Other Intangible Assets and Related Impairment Our intangible assets consist of goodwill, which is not being amortized, indefinite-lived intangibles, which consist of certain trade names that are not subject to amortization, intellectual property and customer relationships. Intellectual property mainly consists of patents and technology, and it is amortized on a straight-line basis over an average useful life of 15 years. Customer relationships are amortized on a straight-line basis over their useful life of 20 , 15 or 13 years. Goodwill represents the excess of the purchase price of business combinations over the fair value of net assets acquired. Goodwill and trade names are reviewed for impairment annually as of October 31, or more frequently when indicators of impairment exist. An impairment exists if the fair value of a reporting unit to which goodwill has been allocated, or the fair value of indefinite-lived intangible assets, is less than their respective carrying values. Prior to conducting a formal impairment test, we have an option to assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that is more likely than not (more than 50% |
Leases | Leases We lease railroad cars, office space, mining property, mining/processing equipment and transportation and other equipment. Operating leases are included in operating lease right-of-use (“ROU”) assets, current portion of operating lease liabilities, and operating lease liabilities in our consolidated balance sheets. Finance leases are included in property, plant and mine development, current portion of long-term debt, and long-term debt in our consolidated balance sheets. Leases with an initial term of 12 months or less are not recorded on the balance sheet. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the commencement date of the lease based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The ROU assets also include any lease payments made at or before the commencement date of the lease and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. We have lease agreements with lease and non-lease components, the latter of which are generally accounted for separately. See Note S - Leases . |
Revenue Recognition and Deferred Revenues | Revenue Recognition Products We derive our product sales by mining and processing minerals that our customers purchase for various uses. Our product sales are primarily a function of the price per ton and the number of tons sold. We primarily sell our products through individual purchase orders executed under short-term price agreements or at prevailing market rates. The amount invoiced reflects product, transportation and / or additional handling services as applicable, such as storage, transloading the product from railcars to trucks and last mile logistics to the customer site. We invoice most of our product customers on a per shipment basis, although for some larger customers, we consolidate invoices weekly or monthly. Standard collection terms are net 30 days, although extended terms are offered in competitive situations. We recognize revenue for products and materials at a point in time following the transfer of control of such items to the customer, which typically occurs upon shipment or delivery depending on the terms of the underlying contracts. We account for shipping and handling activities related to product and material sales contracts with customers as costs to fulfill our promise to transfer the associated products pursuant to the accounting policy election allowed under ASC 606-10-25-18b. Accordingly, we record amounts billed for shipping and handling costs as a component of net sales and accrue and classify related costs as a component of cost of sales at the time revenue is recognized. For a limited number of customers, we sell under long-term, minimum purchase supply agreements. These agreements define, among other commitments, the volume of product that our customers must purchase, the volume of product that we must provide and the price that we will charge and that our customers will pay for each product. Prices under these agreements are generally fixed and subject to certain contractual adjustments. Sometimes these agreements may undergo negotiations regarding pricing and volume requirements, which may often occur in volatile market conditions. While these negotiations continue, we may deliver sand at prices or at volumes below the requirements in our existing supply agreements. An executed order specifying the type and quantity of product to be delivered, in combination with the noted agreements, comprise our contracts in these arrangements. Service We derive our service revenues primarily through the provision of transportation, equipment rental, and contract labor services to companies in the oil and gas industry. Transportation services typically consist of transporting customer proppant from storage facilities to proximal well-sites and are contracted through work orders executed under established pricing agreements. The amount invoiced reflects the transportation services rendered. Equipment rental services provide customers with use of either dedicated or nonspecific wellhead proppant delivery equipment solutions for contractual periods defined either through formal lease agreements or executed work orders under established pricing agreements. The amounts invoiced reflect the length of time the equipment set was utilized in the billing period. Contract labor services provide customers with proppant delivery equipment operators through work orders executed under established pricing agreements. The amounts invoiced reflect the amount of time our labor services were utilized in the billing period. We typically invoice our customers on a weekly or monthly basis; however, some customers receive invoices upon well-site operation completion. Standard collection terms are net 30 days, although extended terms are offered in competitive situations. We typically recognize revenue for specific, dedicated equipment set rental arrangements under ASC 842, Leases. For the remaining components of service revenue, we have applied the practical expedient allowed under ASC 606-10-55-18 to recognize transportation revenues in proportion to the amount we have the right to invoice. Contracts with Multiple Performance Obligations From time to time, we may enter into contracts that contain multiple performance obligations, such as work orders containing a combination of product, transportation, equipment rentals, and contract labor services. For these arrangements, we allocate the transaction price to each performance obligation identified in the contract based on relative standalone selling prices, or estimates of such prices, and recognize the related revenue as control of each individual product or service is transferred to the customer, in satisfaction of the corresponding performance obligations. We typically invoice our customers on a weekly or monthly basis; however, some customers receive invoices upon well-site operation completion. Standard collection terms are net 30 days, although extended terms are offered in competitive situations. Taxes Collected from Customers and Remitted to Governmental Authorities. We exclude from our measurement of transaction prices all taxes assessed by governmental authorities that are both (i) imposed on and concurrent with a specific revenue-producing transaction and (ii) collected from customers. Accordingly, such tax amounts are not included as a component of net sales or cost of sales. See Note U - Revenue . Deferred Revenues For a limited number of customers, we enter into supply agreements which give customers the right to make advanced payments toward the purchase of certain products at specified volumes over an average initial period of one to fifteen years. These payments represent consideration that is unconditional for which we have yet to transfer the related product. These payments are recorded as contract liabilities referred to as “deferred revenues” upon receipt and recognized as revenue upon delivery of the related product. |
Unbilled Receivables | Unbilled Receivables |
Debt Issuance Costs | Debt Issuance Costs |
Employee Benefit Plans | Employee Benefit Plans |
Environmental Costs | Environmental Costs Environmental costs, other than qualifying capital expenditures, are accrued at the time the exposure becomes known and costs can be reasonably estimated. Costs are accrued based upon management’s estimates of all direct costs, after taking into account expected reimbursement by third parties (primarily the sellers of acquired businesses) and are reviewed by outside consultants. Environmental costs are charged to expense unless a settlement with an indemnifying party has been reached. |
Self-Insurance | Self-Insurance We are self-insured for various levels of employee health insurance coverage, workers’ compensation and third-party product liability claims alleging occupational disease. We purchase insurance coverage for claim amounts which exceed our self-insured retentions. Depending on the type of insurance, these self-insured retentions range from $0.1 million to $0.5 million |
Research and Development Costs | Research and Development Costs We may incur immaterial internal research and development (“R&D”) expenditures, and research and development conducted for others, all of which are expensed as incurred, and included in selling, general and administrative expense. R&D costs may include, but are not limited to, research and administrative salaries, contractor fees, building costs, utilities, administrative expenses, and allocations of corporate costs. |
Advertising Costs | Advertising Costs |
Equity-based Compensation | Equity-based Compensation We grant stock options, restricted stock, restricted stock units and performance share units to certain of our employees and directors under the Amended and Restated U.S. Silica Holdings, Inc. 2011 Incentive Compensation Plan. We recognize the cost of employee services rendered in exchange for awards of equity instruments. Vesting of restricted stock and restricted stock units is based on the individual continuing to render service over a pre-defined vesting schedule, generally three years . Cash dividend equivalents are accrued and paid to the holders of time-based restricted stock units and restricted stock. The fair value of the restricted stock awards is equal to the market price of our stock at date of grant. The restricted award-related compensation expense is recognized, on a straight-line basis, over the vesting period. We grant performance share units to certain employees in which the number of shares of common stock ultimately received is determined based on achievement of certain performance thresholds over a specified performance period (generally three years ) in accordance with the stock award agreement. Cash dividend equivalents are not accrued or paid on performance share units. We recognize expense based on the estimated vesting of our performance share units granted and the grant date market price. The estimated vesting of the performance share units is principally based on the probability of achieving certain financial performance levels during the vesting periods. In the period it becomes probable that the minimum performance criteria specified in the award agreement will be achieved, we recognize expense for the proportionate share of the total fair value of the award related to the vesting period that has already lapsed. The remaining fair value of the award is expensed on a straight-line basis over the remaining vesting period. We grant certain employees performance share units, the vesting of which is based on the Company’s total shareholder return (“TSR”) ranking among a peer group over a three -year period. The number of units that will vest will depend on the percentage ranking of the Company's TSR compared to the TSRs for each of the companies in the peer group over the performance period. For these awards subject to market conditions, a binomial-lattice model (i.e., Monte Carlo simulation model) is used to fair value these awards at grant date. The related compensation expense is recognized, on a straight-line basis, over the vesting period. We grant stock options to certain employees and directors. Stock options vest on a vesting schedule and the related compensation expense is recognized over the vesting period, usually over 3 or 4 years . In calculating the compensation expense for stock options granted, we estimate the fair value of each grant using the Black-Scholes option-pricing model. |
Income Taxes | Income Taxes Deferred taxes are provided on the liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. This approach requires recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based upon the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the expenses are expected to reverse. Valuation allowances are provided if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. We recognize a tax benefit associated with an uncertain tax position when, in management’s judgment, it is more likely than not that the position will be sustained upon examination by a taxing authority. For a tax position that meets the more-likely-than-not recognition threshold, we initially and subsequently measure the tax benefit as the largest amount that we judge to have a greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority. The liability associated with unrecognized tax benefits is adjusted periodically due to changing circumstances, such as the progress of tax audits, case law developments and new or emerging legislation. Such adjustments are recognized entirely in the period in which they are identified. The effective tax rate includes the net impact of changes in the liability for unrecognized tax benefits and subsequent adjustments as considered appropriate by management. |
Financial Instruments | Financial Instruments |
Foreign Currency Translation | Foreign Currency Translation |
Comprehensive Income (Loss) | Comprehensive Income (loss) In addition to net income (loss), comprehensive income (loss) includes all changes in equity during a period, such as adjustments to minimum pension liabilities and the effective portion of changes in fair value of derivative instruments that qualify as cash flow hedges. |
Business Combinations | Business Combinations |
New Accounting Pronouncements Recently Adopted and New Accounting Pronouncements Not Yet Adopted | New Accounting Pronouncements Recently Adopted In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) and issued ASU 2018-11 Leases (Topic 842): Targeted Improvements. The new standard(s) established a right-of-use ("ROU") model that requires a lessee to record an ROU asset and a corresponding lease liability on the balance sheet for all leases with terms greater than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition. Similarly, lessors will be required to classify leases as sales-type, finance or operating, with classification affecting the pattern of income recognition. Classification for both lessees and lessors will be based on an assessment of whether the lease risks and rewards, as well as substantive control, have been transferred through a lease contract. On January 1, 2019, we adopted the new accounting standard using the modified retrospective approach. We elected the package of practical expedients permitted under the transition guidance, which allowed us to account for our existing operating leases without reassessing (a) whether the contracts contain a lease under the new standard, (b) whether classification of the operating leases would be different in accordance with the new standard, or (c) whether the unamortized initial direct costs before transition adjustments would have met the definition of initial direct costs in the new standard at lease commencement. Adoption of the new standard resulted in the recognition of operating lease ROU assets of $223.0 million , which we have subsequently impaired during 2019 by $115.4 million , and lease liabilities of $222.7 million . The standard did not have a material impact on our consolidated statements of operations or cash flows. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. See Note S - Leases . In February 2018, the FASB issued Accounting Standards Update ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. The ASU provides that the stranded tax effects from the Tax Cuts and Jobs Act of 2017 in accumulated other comprehensive loss may be reclassified to retained earnings. The ASU was effective January 1, 2019, with early adoption permitted. We adopted the new accounting standard on January 1, 2019, and we do not intend to exercise the option to reclassify stranded tax effects within accumulated other comprehensive income. New Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU 2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20). The new guidance removes certain disclosure requirements for employers which sponsor defined benefit pension or other post-retirement plans, but also adds disclosure requirements for the weighted average interest crediting rates for cash balance plans and other plans with promised crediting rates and an explanation of the reasons for significant gains and losses related to changes in the benefit obligation for the period. The amendments also clarify disclosure requirements for the projected benefit obligation (PBO) and accumulated benefit obligation (ABO) and fair value of plan assets for plans with PBOs and ABOs in excess of plan assets. Entities should apply the amendments on a retrospective basis for all periods presented. The amendments in this Update are effective for public entities for fiscal years ending after December 15, 2020. We are currently evaluating the effect the guidance will have on our disclosures. In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. The new guidance requires a customer in a cloud computing arrangement (i.e., hosting arrangement) that is a service contract to follow the internal-use software guidance in ASC 350-40 to determine which implementation costs to capitalize as assets or expense as incurred. Capitalized implementation costs related to a hosting arrangement that is a service contract will be amortized over the term of the hosting arrangement, beginning when the module or component of the hosting arrangement is ready for its intended use. The update is effective for calendar-year public business entities in 2020. We plan to adopt this guidance on a prospective basis and do not expect the adoption to have a significant impact on our Consolidated Statements of Operation. In November 2018, the FASB issued ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments-Credit Losses. The amendments in this ASU clarified issues related to Topic 326. In Issue 1, the amendment in this ASU mitigate transition complexity by requiring that for nonpublic business entities the amendments in ASU 2016-13 are effective for fiscal years after December 15, 2021, including interim periods within those fiscal years. In Issue 2, the amendment clarifies that receivables arising from operating leases are not within the scope of Subtopic 326-20. Impairment of receivables arising from operating leases should be accounted for in accordance with Topic 842, Leases. The ASU is effective for all entities for fiscal years beginning after December 15, 2019, including interim periods therein. We expect the adoption of this standard will primarily impact our accounts receivable allowance estimating process, but do not expect a material impact to our consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. The amendments in this Update simplify the accounting for income taxes by removing several exceptions and also simplify the accounting for income taxes by requiring that an entity recognize a franchise tax (or similar tax) that is partially based on income as an income-based tax and account for any incremental amount incurred as a non-income-based tax, requiring that an entity evaluate when a step up in the tax basis of goodwill should be considered part of the business combination in which the book goodwill was originally recognized and when it should be considered a separate transaction, specifying that an entity is not required to allocate the consolidated amount of current and deferred tax expense to a legal entity that is not subject to tax in its separate financial statements (however, an entity may elect to do so on an entity-by-entity basis) for a legal entity that is both not subject to tax and disregarded by the taxing authority, requiring that an entity reflect the effect of an enacted change in tax laws or rates in the annual effective tax rate computation in the interim period that includes the enactment date, and making minor codification improvements for income taxes related to employee stock ownership plans and investments in qualified affordable housing projects accounted for using the equity method. For public business entities, the amendments in this Update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. We are currently evaluating the effect that the guidance will have on our financial statements and related disclosures. |
Fair Value Measurement | Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. Cash Equivalents Due to the short-term maturity, we believe our cash equivalent instruments at December 31, 2019 and 2018 , approximate their reported carrying values. Long-Term Debt, Including Current Maturities We believe that the fair values of our long-term debt, including current maturities, approximate their carrying values based on their effective interest rates compared to current market rates. Changes in the fair value of the royalty note payable utilize Level 3 inputs, such as estimates of future tonnages sold and average sales price. See Note K - Debt for more information on the change in fair value during the year ended December 31, 2019 . Derivative Instruments The estimated fair value of our derivative instruments are recorded at each reporting period and are based upon widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative contract. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. We also incorporate credit valuation adjustments to appropriately reflect both our nonperformance risk as well as that of the respective counterparty in the fair value measurements. Although we have determined that the majority of the inputs used to value our derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with our derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default of ourselves and our counterparties. However, as of December 31, 2019 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Earnings Per Share | The following table shows the computation of basic and diluted earnings per share for the years ended December 31, 2019 , 2018 and 2017 : In thousands, except per share amounts Year ended December 31, 2019 2018 2017 Numerator: Net (loss) income attributable to U.S. Silica Holdings, Inc. $ (329,082 ) $ (200,808 ) $ 145,206 Denominator: Weighted average shares outstanding 73,253 76,453 81,051 Diluted effect of stock awards — — 909 Weighted average shares outstanding assuming dilution 73,253 76,453 81,960 (Loss) earnings per share attributable to U.S. Silica Holdings, Inc.: Basic (loss) earnings per share $ (4.49 ) $ (2.63 ) $ 1.79 Diluted (loss) earnings per share $ (4.49 ) $ (2.63 ) $ 1.77 |
Schedule of Antidilutive Securities Excluded from Computation of Diluted Earnings Per Share | Certain stock options, restricted stock awards and performance share units were excluded from the computation of diluted earnings per share because their effect would have been anti-dilutive. Such stock awards (in thousands) excluded from the calculation of diluted earnings (loss) per common share were as follows: Year ended December 31, 2019 2018 2017 Stock options excluded 711 574 195 Restricted stock and performance share units awards excluded 1,298 155 305 |
Capital Structure and Accumul_2
Capital Structure and Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Schedule of Declared Quarterly Cash Dividends | During the year ended December 31, 2019 , our Board of Directors declared quarterly cash dividends as follows: Dividends per Common Share Declaration Date Record Date Payable Date $ 0.0625 February 15, 2019 March 14, 2019 April 4, 2019 $ 0.0625 May 13, 2019 June 14, 2019 July 5, 2019 $ 0.0625 July 18, 2019 September 13, 2019 October 3, 2019 $ 0.0625 November 12, 2019 December 13, 2019 January 3, 2020 |
Schedule of Changes in Accumulated Other Comprehensive Income (Loss) | The following table presents the changes in accumulated other comprehensive loss by component (in thousands) during the year ended December 31, 2019 : For the Year Ended December 31, 2019 Unrealized loss on cash flow hedges Foreign currency translation adjustments Pension and other post-retirement benefits liability Total Beginning Balance $ (1,621 ) $ (620 ) $ (12,779 ) $ (15,020 ) Other comprehensive loss before reclassifications (1,432 ) (188 ) (4,450 ) (6,070 ) Amounts reclassed from accumulated other comprehensive loss — — 1,236 1,236 Ending Balance $ (3,053 ) $ (808 ) $ (15,993 ) $ (19,854 ) |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Schedule of Identifiable Assets Acquired and Liabilities Assumed | The following table sets forth the final allocation of the purchase price to MS Sands' identifiable tangible and intangible assets acquired and liabilities assumed, including measurement period adjustments (in thousands): Estimate as of December 31, 2017 Measurement Period Adjustments Purchase Price Allocation Accounts receivable $ 11,201 $ — $ 11,201 Inventories 8,067 — 8,067 Other current assets 362 — 362 Assets held for sale 9,453 — 9,453 Property, plant and mine development 27,458 — 27,458 Mineral rights 26,300 (2,800 ) 23,500 Other non-current assets 1,136 — 1,136 Goodwill 22,522 2,800 25,322 Customer relationships 1,840 — 1,840 Total assets acquired 108,339 — 108,339 Accounts payable and accrued expenses 3,761 — 3,761 Unfavorable leasehold positions 2,237 — 2,237 Notes Payable 866 — 866 Other long term liabilities — — — Asset retirement obligations 474 — 474 Total liabilities assumed 7,338 — 7,338 Net assets acquired $ 101,001 $ — $ 101,001 The following table sets forth the final allocation of the purchase price to EPMH's identifiable tangible and intangible assets acquired and liabilities assumed, including measurement period adjustments (in thousands): Final allocation of purchase price: Estimate as of December 31, 2018 Measurement Period Adjustments Purchase Price Allocation Accounts receivable, net $ 43,305 $ — $ 43,305 Inventories 86,112 — 86,112 Property, plant and mine development 148,495 (1,937 ) 146,558 Mineral rights 419,469 (10,580 ) 408,889 Identifiable intangible assets - finite lived 10,270 (1,500 ) 8,770 Identifiable intangible assets - indefinite lived 38,050 (1,250 ) 36,800 Prepaids and deposits 2,072 (245 ) 1,827 Other assets 7,474 — 7,474 Goodwill 150,628 12,184 162,812 Total assets acquired 905,875 (3,328 ) 902,547 Accounts payable 13,435 — 13,435 Accrued expenses and other current liabilities 10,304 — 10,304 Deferred tax liabilities 122,811 (3,328 ) 119,483 Long term obligations 16,076 — 16,076 Total liabilities assumed $ 162,626 $ (3,328 ) $ 159,298 Net assets acquired $ 743,249 $ — $ 743,249 |
Schedule of Identifiable Intangible Assets Acquired | The acquired intangible assets and the related estimated useful lives consist of the following: Approximate Fair Value Estimated Useful Life (in thousands) (in years) Customer relationships $ 1,840 15 The acquired intangible assets and the related estimated useful lives consist of the following: Approximate Fair Value Estimated Useful Life (in thousands) (in years) Technology and intellectual property $ 1,400 15 Customer relationships 7,370 15 Total identifiable intangible assets - finite lived $ 8,770 Trade names $ 36,800 Total identifiable intangible assets - indefinite lived $ 36,800 |
Schedule of Pro Forma Information | The following unaudited pro forma consolidated financial information reflects the results of operations as if the EPMH acquisition had occurred on January 1, 2017, after giving effect to certain purchase accounting adjustments. Material non-recurring transaction costs attributable to the business combination were $15.2 million . Pro forma net income includes incremental interest expense due to the related debt financing, incremental depreciation and depletion expense related to the fair value adjustment of property, plant and mine development, amortization expense related to identifiable intangible assets, and tax expense related to the combined tax provisions. This information does not purport to be indicative of the actual results that would have occurred if the acquisition had actually been completed on the date indicated, nor is it necessarily indicative of the future operating results or the financial position of the combined company (in thousands, except per share amounts): For the year ended December 31, 2018 2017 Sales $ 1,659,775 $ 1,454,070 Net (loss) income $ (179,220 ) $ 116,899 Basic (loss) earnings per share $ (2.34 ) $ 1.44 Diluted (loss) earnings per share $ (2.34 ) $ 1.43 For the year ended December 31, 2017 Sales $ 1,287,202 Net income $ 143,604 Basic earnings per share $ 1.77 Diluted earnings per share $ 1.75 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Receivables [Abstract] | |
Schedule of Accounts Receivable and Allowance for Doubtful Accounts | At December 31, 2019 and December 31, 2018 , accounts receivable (in thousands) consisted of the following: December 31, December 31, Trade receivables $ 178,182 $ 198,435 Less: Allowance for doubtful accounts (8,984 ) (6,751 ) Net trade receivables 169,198 191,684 Other receivables (1) 13,040 23,802 Total accounts receivable $ 182,238 $ 215,486 (1 ) At December 31, 2019, other receivables include $8.1 million of refundable alternative minimum tax credits. At December 31, 2018, other receivables included $16.0 million of refundable alternative minimum tax credits that were refunded during the third quarter of 2019. Changes in our allowance for doubtful accounts (in thousands) during the years ended December 31, 2019 and 2018 were as follows: December 31, December 31, Beginning balance $ 6,751 $ 7,100 Bad debt provision 3,466 315 Write-offs (1,233 ) (664 ) Ending balance $ 8,984 $ 6,751 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | At December 31, 2019 and December 31, 2018 , inventories (in thousands) consisted of the following: December 31, 2019 December 31, 2018 Supplies $ 47,277 $ 41,453 Raw materials and work in process 41,167 68,474 Finished goods 35,988 52,160 Total inventories $ 124,432 $ 162,087 |
Property, Plant and Mine Deve_2
Property, Plant and Mine Development (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Mine Development | At December 31, 2019 and December 31, 2018 , property, plant and mine development (in thousands) consisted of the following: December 31, December 31, Mining property and mine development $ 794,899 $ 995,759 Asset retirement cost 18,260 12,732 Land 57,082 55,502 Land improvements 73,203 67,729 Buildings 69,112 64,515 Machinery and equipment 1,152,898 958,357 Furniture and fixtures 4,068 3,599 Construction-in-progress 54,675 167,933 2,224,197 2,326,126 Accumulated depletion, depreciation, amortization and impairment charges (706,610 ) (499,823 ) Total property, plant and mine development, net $ 1,517,587 $ 1,826,303 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in the Carrying Amount of Goodwill | The changes in the carrying amount of goodwill (in thousands) by business segment consisted of the following: Oil & Gas Proppants Segment Industrial & Specialty Products Segment Total Balance at December 31, 2017 247,467 24,612 272,079 MS Sand acquisition measurement period adjustment 2,800 — 2,800 EPMH acquisition and measurement period adjustment — 150,628 150,628 Oil & Gas Sand impairment (164,167 ) — (164,167 ) Goodwill 250,267 175,240 425,507 Impairment losses (164,167 ) — (164,167 ) Balance at December 31, 2018 86,100 175,240 261,340 EPMH acquisition measurement period adjustment — 12,184 12,184 Balance at December 31, 2019 $ 86,100 $ 187,424 $ 273,524 |
Schedule of Changes in the Carrying Amount of Definite-Lived Intangible Assets | The changes in the carrying amount of intangible assets (in thousands) consisted of the following: December 31, 2019 December 31, 2018 Gross Carrying Amount Accumulated Amortization Impairments Net Gross Carrying Amount Accumulated Amortization Impairments Net Technology and intellectual property $ 86,183 $ (17,080 ) — $ 69,103 $ 83,616 $ (11,168 ) — $ 72,448 Customer relationships 68,599 (18,737 ) $ (1,240 ) 48,622 68,664 (13,826 ) — 54,838 Total definite-lived intangible assets: $ 154,782 $ (35,817 ) $ (1,240 ) $ 117,725 $ 152,280 $ (24,994 ) $ — $ 127,286 Trade names 65,390 — — 65,390 71,118 — (4,478 ) 66,640 Other 700 — — 700 700 — — 700 Total intangible assets: $ 220,872 $ (35,817 ) $ (1,240 ) $ 183,815 $ 224,098 $ (24,994 ) $ (4,478 ) $ 194,626 |
Schedule of Changes in the Carrying Amount of Indefinite-Lived Intangible Assets | The changes in the carrying amount of intangible assets (in thousands) consisted of the following: December 31, 2019 December 31, 2018 Gross Carrying Amount Accumulated Amortization Impairments Net Gross Carrying Amount Accumulated Amortization Impairments Net Technology and intellectual property $ 86,183 $ (17,080 ) — $ 69,103 $ 83,616 $ (11,168 ) — $ 72,448 Customer relationships 68,599 (18,737 ) $ (1,240 ) 48,622 68,664 (13,826 ) — 54,838 Total definite-lived intangible assets: $ 154,782 $ (35,817 ) $ (1,240 ) $ 117,725 $ 152,280 $ (24,994 ) $ — $ 127,286 Trade names 65,390 — — 65,390 71,118 — (4,478 ) 66,640 Other 700 — — 700 700 — — 700 Total intangible assets: $ 220,872 $ (35,817 ) $ (1,240 ) $ 183,815 $ 224,098 $ (24,994 ) $ (4,478 ) $ 194,626 |
Schedule of Estimated Amortization Expense Related to Definite-Lived Intangible Assets | The estimated amortization expense related to definite-lived intangible assets (in thousands) for the five succeeding years is as follows: 2020 $ 10,863 2021 10,861 2022 10,846 2023 10,841 2024 10,843 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payables and Accrued Liabilities | At December 31, 2019 and 2018 , accounts payable and accrued liabilities (in thousands) consisted of the following: December 31, 2019 2018 Trade payables $ 181,029 $ 166,296 Accrued salaries and wages 12,385 12,291 Accrued vacation liability 3,053 3,503 Current portion of liability for pension and post-retirement benefits 2,993 2,708 Accrued healthcare liability 4,078 2,702 Accrued property taxes and sales taxes 4,070 4,490 Vendor incentives 26,617 12,508 Other accrued liabilities 14,012 11,902 Accounts payable and accrued liabilities $ 248,237 $ 216,400 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | At December 31, 2019 and 2018 , debt (in thousands) consisted of the following: December 31, December 31, Senior secured credit facility: Revolver expiring May 1, 2023 (7.75% at December 31, 2019 and 8.50% at December 31, 2018) $ — $ — Term Loan facility—final maturity May 1, 2025 (5.81% at December 31, 2019 and 6.56% December 31, 2018) 1,247,600 1,270,400 Less: Unamortized original issue discount (5,412 ) (6,511 ) Less: Unamortized debt issuance cost (25,390 ) (31,310 ) Note payable secured by royalty interest 10,438 26,511 Insurance financing notes payable 5,055 — Equipment notes payable 87 321 Finance leases 70 344 Total debt 1,232,448 1,259,755 Less: current portion (18,463 ) (13,327 ) Total long-term portion of debt $ 1,213,985 $ 1,246,428 |
Schedule of Contractual Maturities of Debt | The minimum payments (in thousands) for the next five years required by the note are as follows: 2020 $ 454 2021 378 2022 434 2023 499 2024 570 Thereafter 8,103 At December 31, 2019 , contractual maturities of our senior secured Credit Facility (in thousands) are as follows: 2020 $ 12,800 2021 12,800 2022 12,800 2023 12,800 2024 12,800 Thereafter 1,183,600 Total $ 1,247,600 |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of Changes in Asset Retirement Obligations | Changes in the asset retirement obligations (in thousands) during the years ended December 31, 2019 and 2018 are as follows: December 31, December 31, 2018 Beginning balance $ 18,413 $ 19,032 Accretion 1,531 1,214 Additions and revisions of prior estimates 5,881 (319 ) Addition related to EPMH acquisition — 2,733 EPMH measurement period adjustment — (2,131 ) Disposal related to sale of transloads — (2,116 ) Ending balance $ 25,825 $ 18,413 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Estimated Fair Values of Derivative Instruments | The following table summarizes the fair value of our derivative instruments (in thousands, except contract/notional amount). See Note N - Fair Value Accounting for more information regarding the estimated fair values of our derivative instruments at December 31, 2019 and 2018 . December 31, 2019 December 31, 2018 Maturity Contract/Notional Carrying Fair Maturity Date Contract/Notional Carrying Fair LIBOR (1) interest rate swap agreement 2020 $440 million $ (2,768 ) $ (2,768 ) 2020 $440 million $ (1,475 ) $ (1,475 ) LIBOR (1) interest rate swap agreement 2020 $200 million $ (1,259 ) $ (1,259 ) 2020 $200 million $ (663 ) $ (663 ) LIBOR interest rate cap agreement $ — $ — $ — 2019 $249 million $ — $ — (1) Agreements fix the LIBOR interest rate base to 2.74% |
Schedule of Effect of Derivatives Instruments on Combined Statements of Operations and Comprehensive Income | The following table summarizes the effect of derivative instruments (in thousands) on our income statements and our consolidated statements of comprehensive income for the years ended December 31, 2019 , 2018 and 2017 : 2019 2018 2017 Deferred losses from derivatives in OCI, beginning of period $ (1,621 ) $ (76 ) $ (32 ) (Loss) gain recognized in OCI from derivative instruments (1,432 ) (1,622 ) (45 ) Loss reclassified from Accumulated OCI — 77 1 Deferred losses from derivatives in OCI, end of period $ (3,053 ) $ (1,621 ) $ (76 ) |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock Options Activity | The following table summarizes the status of, and changes in, our stock option awards during the year ended December 31, 2019 : Number of Weighted Aggregate Intrinsic Value Weighted Outstanding at December 31, 2018 901,996 $ 28.52 $ 18,566 4.8 years Granted — — — Exercised (10,000 ) 12.87 — Forfeited — — — Expired (65,338 ) $ 25.16 $ — Outstanding at December 31, 2019 826,658 $ 28.97 $ — 4.1 years Exercisable at December 31, 2019 826,658 $ 28.97 $ 11,557 4.1 years |
Schedule of Restricted Stock, Restricted Stock Unit and Performance Share Unit Awards Activity | The following table summarizes the status of, and changes in, our unvested restricted stock awards during the year ended December 31, 2019 : Number of Shares Grant Date Weighted Average Fair Value Unvested, December 31, 2018 587,577 $ 25.18 Granted 814,387 13.42 Vested (306,806 ) 26.18 Forfeited (74,910 ) 20.09 Unvested, December 31, 2019 1,020,248 $ 15.86 The following table summarizes the status of, and changes in, our performance share unit awards during the year ended December 31, 2019 : Number of Shares Grant Date Weighted Unvested, December 31, 2018 838,188 $ 39.44 Granted 607,130 15.58 Vested (523,368 ) 37.83 Forfeited/Cancelled (83,228 ) 25.60 Unvested, December 31, 2019 838,722 $ 18.00 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Annual Commitments | Future Minimum Annual Commitments at December 31, 2019 (in thousands): Year ending December 31, Minimum Purchase Commitments 2020 $ 14,512 2021 9,253 2022 6,900 2023 6,900 2024 3,593 Thereafter 2,490 Total future purchase commitments $ 43,648 |
Pension and Post-Retirement B_2
Pension and Post-Retirement Benefits (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Schedule of Net Pension and Post-Retirement Benefit Plans | Net pension benefit cost (in thousands) consisted of the following for the years ended December 31, 2019 , 2018 and 2017 : Year Ended 2019 2018 2017 Service cost $ 1,304 $ 1,307 $ 1,037 Interest cost 5,375 4,632 3,971 Expected return on plan assets (6,171 ) (5,969 ) (5,265 ) Net amortization and deferral 1,648 2,526 1,773 Net pension benefit costs $ 2,156 $ 2,496 $ 1,516 Net post-retirement benefit cost (in thousands) consisted of the following for the years ended December 31, 2019 , 2018 and 2017 : Year Ended December 31, 2019 2018 2017 Service cost $ 88 $ 102 $ 107 Interest cost 789 740 753 Expected return on plan assets — — (1 ) Unrecognized net (gain)/loss (29 ) — — Net post-retirement benefit costs $ 848 $ 842 $ 859 |
Schedule of Changes in Benefit Obligations and Plan Assets | The changes in benefit obligations and plan assets (in thousands), as well as the funded status (in thousands) of our pension and post-retirement plans at December 31, 2019 and 2018 are as follows: Pension Benefits Post-retirement Benefits 2019 2018 2019 2018 Benefit obligation at January 1, $ 138,900 $ 122,052 $ 21,570 $ 22,771 Service cost 1,304 1,307 88 102 Interest cost 5,375 4,632 789 740 Actuarial (gain) loss 17,225 (10,263 ) 206 (965 ) Benefits paid (14,922 ) (8,202 ) (815 ) (1,499 ) Other (1) 609 29,374 216 421 Benefit obligation at December 31, $ 148,491 $ 138,900 $ 22,054 $ 21,570 Fair value of plan assets at January 1, $ 102,396 $ 92,067 $ — $ — Actual return on plan assets 17,919 (6,204 ) — — Employer contributions 4,755 3,350 599 1,078 Benefits paid (14,922 ) (8,202 ) (815 ) (1,499 ) Other (1) 283 21,385 216 421 Fair value of plan assets at December 31, $ 110,431 $ 102,396 $ — $ — Plan assets less than benefit obligations at December 31 recognized as liability for pension and other post-retirement benefits $ (38,060 ) $ (36,504 ) $ (22,054 ) $ (21,570 ) (1 ) Includes opening pension benefit obligation and plan assets balances related to the May 1, 2018, EPMH acquisition and other adjustments. |
Schedule of Estimated Future Pension and Post-Retirement Benefit Payments | Future estimated annual benefit payments (in thousands) for pension and post-retirement benefit obligations at December 31, 2019 are as follows: Benefits Post-retirement Pension Before After 2020 $ 10,025 $ 1,601 $ 1,431 2021 9,221 1,669 1,502 2022 9,195 1,686 1,520 2023 9,208 1,659 1,492 2024 9,551 1,677 1,513 2025-2029 45,386 7,526 6,677 |
Schedule of Amounts in Accumulated Other Comprehensive Income Expected to be Recognized as Components of Net Periodic Benefit Cost | The amounts in accumulated other comprehensive income (loss) expected to be recognized as components of net periodic benefit cost (in thousands) during the following fiscal year are as follows: Benefits Pension Post-retirement Total Net actuarial loss $ 2,532 $ — $ 2,532 Prior service cost 534 — 534 $ 3,066 $ — $ 3,066 |
Schedule of Weighted-Average Assumptions Used to Determine Benefit Obligations | The following weighted-average assumptions were used to determine our obligations under the plans: Pension Benefits Post-retirement Benefits 2019 2018 2019 2018 Discount rate 3.2 % 4.4 % 3.2 % 4.3 % Long-term rate of compensation increase 3.0%-3.5% 3.0%-3.5% N/A N/A Long-term rate of return on plan assets 6.3 % 6.25%-7.15% N/A N/A Health care cost trend rate: Pre-65 initial rate/ultimate rate N/A N/A 7.0%/4.5% 7.3%/4.5% Pre-65 ultimate year N/A N/A — — Post-65 initial rate/ultimate rate N/A N/A 7.5%/4.5% 8.0%/4.5% Post-65 ultimate year N/A N/A 2026/2027 2026/2027 |
Schedule of Mortality Tables Used | Mortality tables used for pension benefits and post-retirement benefits plans are the following: Pension and Post-retirement Benefits 2019 2018 Healthy Lives Pri-2012 base mortality tables with generational mortality improvements using Scale MP-2019 RP-2014 mortality table, adjusted back to 2006 base rates, with generational mortality improvements using Scale MP-2018 Disabled Lives Pri-2012 base mortality tables with generational mortality improvements using Scale MP-2019 RP-2014 disabled retiree mortality table, adjusted back to 2006 base rates, with generational mortality improvements using Scale MP-2018 |
Schedule of Effect of One-Percentage-Point Change in Assumed Health Care Cost Trend Rates | Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. A one-percentage-point change in assumed health care cost trend rates would have the following effects (in thousands): One-Percentage-Point Increase Decrease Effect on total of service and interest cost $ 100 $ (85 ) Effect on post-retirement benefit obligation 2,341 (2,010 ) |
Schedule of Major Investments Categories and Their Relative Percentage of the Fair Value to Total Plan Assets | The major investment categories and their relative percentage of the fair value of total plan assets as invested at December 31, 2019 , and 2018 are as follows: Pension Benefits Post-retirement Benefits (1) 2019 2018 2019 2018 Equity securities 52.1 % 42.1 % — % — % Debt securities 46.6 % 55.5 % — % — % Cash 1.3 % 2.4 % — % — % (1 ) Retiree health benefits are paid by the Company as covered expenses are incurred. |
Schedule of Fair Value of Pension Plan Assets by Asset Category | The fair values of the pension plan assets (in thousands) at December 31, 2019 , by asset category, are as follows: Level 1 Level 2 Level 3 Total Cash and cash equivalents $ — $ 1,385 $ — $ 1,385 Mutual funds: Diversified emerging markets 4,942 — — 4,942 Foreign large blend 19,183 — — 19,183 Large-cap blend 20,738 — — 20,738 Mid-cap blend 8,416 — — 8,416 Real estate 4,309 — — 4,309 Fixed income securities: Corporate notes and bonds 37,664 — — 37,664 U.S. Treasuries 10,894 — — 10,894 Mortgage-backed securities — 2,496 — 2,496 Asset-backed securities — 404 — 404 Net asset $ 106,146 $ 4,285 $ — $ 110,431 The fair values of the pension plan assets (in thousands) at December 31, 2018 , by asset category, are as follows: Level 1 Level 2 Level 3 Total Cash and cash equivalents $ — $ 2,449 $ — $ 2,449 Mutual funds: Diversified emerging markets 6,638 — — 6,638 Foreign large blend 11,689 — — 11,689 Large-cap blend 14,226 — — 14,226 Mid-cap blend 6,819 — — 6,819 Small-cap blend 522 — — 522 Real estate 3,192 — — 3,192 Fixed income securities: Corporate notes and bonds 43,745 — — 43,745 U.S. Treasuries 8,486 — — 8,486 Mortgage-backed securities — 3,578 — 3,578 Asset-backed securities — 1,052 — 1,052 Net asset $ 95,317 $ 7,079 $ — $ 102,396 |
Schedule of Summary of Multiemployer Pension Plan | A summary of each multiemployer pension plan for which we participate is presented below: Pension Fund EIN/ Pension Plan No. Pension Protection Act Zone Status (1) FIP/RP Status Pending/ Implemented Company Contributions (in thousands) Surcharge Imposed Expiration Date of CBA 2019 2018 2019 2018 2017 LIUNA 52-6074345/001 Red Red Yes $ 385 $ 573 $ 223 Yes 5/31/2020 IUOE 36-6052390/001 Green Green No 310 1,385 40 No 7/31/2022 CSSS (2) 36-6044243/001 Red Red Yes 51 51 51 NA NA (1) The Pension Protection Act of 2006 defines the zone status as follows: green—healthy, yellow—endangered, orange—seriously endangered and red—critical. (2) In 2011, we withdrew from the Central States, Southeast and Southwest Areas Pension Plan. The withdrawal liability of $1.0 million will be paid in monthly installments of $4,000 until 2031. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Schedule of Supplemental Balance Sheet Information | Supplemental balance sheet information related to leases (in thousands except for term and rate information) was as follows: Leases Classification December 31, 2019 Assets Operating Operating lease right-of-use assets $ 53,098 Total leased assets $ 53,098 Liabilities Current Operating Current portion of operating lease liabilities $ 53,587 Non-Current Operating Operating lease liabilities 117,964 Total lease liabilities $ 171,551 We recorded impairment charges of approximately $115.4 million related to the write down of value in the sand railcar fleet to their estimated fair value. These charges relate mainly to the Oil & Gas Segment and are recorded in "Goodwill and other asset impairments" in the Consolidated Statements of Operations. See Note Z - Impairments for additional information. Operating lease liabilities are based on the net present value of the remaining lease payments over the remaining lease term. As most of our leases do not provide an implicit rate, in determining the lease liability and the present value of lease payments, we used our incremental borrowing rate based on the information available at the lease commencement date. The weighted average remaining lease term and discount rate as of December 31, 2019 related to leases are as follows: Lease Term and Discount Rate Weighted average remaining lease term (years): Operating leases 4.5 years Weighted average discount rate: Operating leases 5.7 % |
Schedule of Components of Lease Expense and Supplemental Cash Flow Information | The components of lease expense included in our Consolidated Statements of Operations were as follows: Lease Costs Classification Year Ended December 31, 2019 Operating lease costs (1) Cost of Sales $ 88,966 Operating lease costs (2) Selling, general, and administrative 3,993 Right-of-use asset impairment Goodwill and other asset impairments 115,443 Total $ 208,402 (1) Includes short-term operating lease costs of $18.2 million for the year ended December 31, 2019. (2) Includes short-term operating lease costs of $0.7 million for the year ended December 31, 2019. Supplemental cash flow information related to leases was as follows: Year Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 74,740 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases $ 232,123 |
Schedule of Maturity of Lease Liabilities | Maturities of lease liabilities as of December 31, 2019 : Maturities of lease liabilities Operating leases 2020 $ 63,337 2021 44,276 2022 33,526 2023 22,380 2024 16,236 Thereafter 22,284 Total lease payments $ 202,039 Less: Interest 30,488 Total $ 171,551 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Benefit (Expense) | Income tax benefit (in thousands) consisted of the following for the years ended December 31, 2019 , 2018 and 2017 : Year ended December 31, 2019 2018 2017 Current: Federal $ — $ 1,076 $ (10,754 ) State (1,188 ) (2,496 ) (1,167 ) Foreign (1,343 ) (518 ) — (2,531 ) (1,938 ) (11,921 ) Deferred: Federal 90,457 25,578 22,641 State 11,225 5,492 (2,040 ) Foreign — — — 101,682 31,070 20,601 Income tax benefit $ 99,151 $ 29,132 $ 8,680 |
Schedule of Effective Income Tax Rate on Pretax Earnings | Income tax benefit (in thousands) differed from the amount that would be provided by applying the U.S. federal statutory rate for the years ended December 31, 2019 , 2018 and 2017 due to the following: Year ended December 31, 2019 2018 2017 Income tax (expense) benefit computed at U.S. federal statutory rate $ 90,070 $ 48,290 $ (47,784 ) Decrease (increase) resulting from: Statutory depletion 4,679 12,090 20,259 Goodwill impairment — (29,157 ) — Prior year tax return reconciliation 3,121 530 219 State income taxes, net of federal benefit 9,486 2,592 (2,267 ) Adjustment to deferred taxes from the Tax Act rate reduction — — 35,772 Equity compensation (6,440 ) (653 ) 2,602 Other, net (1,765 ) (4,560 ) (121 ) Income tax benefit $ 99,151 $ 29,132 $ 8,680 |
Schedule of Tax Effects on Deferred Tax Assets and Liabilities | The tax effects of the types of temporary differences and carry forwards that gave rise to deferred tax assets and liabilities (in thousands) at December 31, 2019 and 2018 consisted of the following: December 31, 2019 2018 Gross deferred tax assets: Net operating loss carry forward and state tax credits $ 32,173 $ 11,089 Pension and post-retirement benefit costs 13,976 13,303 Alternative minimum tax credit carry forward 7,895 15,971 Property, plant and equipment 7,179 5,474 Accrued expenses 15,336 27,025 Inventories 6,507 774 Third-party products liability 236 231 Stock-based compensation expense 2,390 8,199 Note payable 109 3,724 Interest expense limitation 22,324 — Lease obligation liability 29,604 — Other 5,191 8,116 Total deferred tax assets 142,920 93,906 Gross deferred tax liabilities: Land and mineral property basis difference (124,182 ) (165,002 ) Fixed assets and depreciation (44,314 ) (55,596 ) Intangibles (12,541 ) (10,346 ) Other (468 ) (201 ) Total deferred tax liabilities (181,505 ) (231,145 ) Net deferred tax liabilities $ (38,585 ) $ (137,239 ) |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Sales by Major Source | The following table reflects our sales disaggregated by major source for the year ended December 31, 2019 (in thousands): Year Ended December 31, 2019 Year Ended December 31, 2018 Category Oil & Gas Proppants Industrial & Specialty Products Total Sales Oil & Gas Proppants Industrial & Specialty Products Total Sales Product $ 704,516 $ 463,956 $ 1,168,472 $ 888,509 $ 394,290 $ 1,282,799 Service 306,005 — 306,005 294,482 17 294,499 Total Sales $ 1,010,521 $ 463,956 $ 1,474,477 $ 1,182,991 $ 394,307 $ 1,577,298 |
Schedule of Changes in Contract Assets and Liabilities | The following tables reflect the changes in our contract assets, which we classify as unbilled receivables and our contract liabilities, which we classify as deferred revenues, for the year ended December 31, 2019 (in thousands): Unbilled Receivables December 31, 2019 December 31, 2018 Beginning Balance $ 90 $ 5,245 Reclassifications to billed receivables (3,983 ) (11,157 ) Revenues recognized in excess of period billings 4,037 6,002 Ending Balance $ 144 $ 90 Deferred Revenue December 31, 2019 December 31, 2018 Beginning Balance $ 113,319 $ 118,414 Revenues recognized from balances held at the beginning of the period (65,225 ) (33,381 ) Revenues deferred from period collections on unfulfilled performance obligations 12,225 31,625 Revenues recognized from period collections (9,685 ) (3,339 ) Ending Balance $ 50,634 $ 113,319 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Sales and Segment Contribution Margin for Reporting Segments and Operating Results | The following table presents sales and segment contribution margin (in thousands) for the reportable segments and other operating results not allocated to the reported segments for the years ended December 31, 2019 , 2018 and 2017 : Year Ended 2019 2018 2017 Sales: Oil & Gas Proppants $ 1,010,521 $ 1,182,991 $ 1,020,365 Industrial & Specialty Products 463,956 394,307 220,486 Total sales 1,474,477 1,577,298 1,240,851 Segment contribution margin: Oil & Gas Proppants 248,594 357,846 301,972 Industrial & Specialty Products 178,215 155,084 88,781 Total segment contribution margin 426,809 512,930 390,753 Operating activities excluded from segment cost of sales (1) (85,625 ) (98,761 ) (16,722 ) Selling, general and administrative (150,848 ) (146,971 ) (107,056 ) Depreciation, depletion and amortization (179,444 ) (148,832 ) (97,233 ) Goodwill and other asset impairments (363,847 ) (281,899 ) — Interest expense (95,472 ) (70,564 ) (31,342 ) Other income (expense), net, including interest income 19,519 4,144 (1,874 ) Income tax benefit 99,151 29,132 8,680 Net (loss) income $ (329,757 ) $ (200,821 ) $ 145,206 Less: Net loss attributable to non-controlling interest (675 ) (13 ) — Net (loss) income attributable to U.S. Silica Holdings, Inc. $ (329,082 ) $ (200,808 ) $ 145,206 (1) 2019 and 2018 mainly driven by plant capacity expansion expenses, amortization of purchase accounting inventory fair value step-up, and facility closure costs. |
Unaudited Supplementary Data (T
Unaudited Supplementary Data (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Unaudited Quarterly Information | The following table sets forth our unaudited quarterly consolidated statements of operations (in thousands, except per share data) for each of the four quarters in the years ended December 31, 2019 and 2018 . This unaudited quarterly information has been prepared on the same basis as our annual audited financial statements and includes all adjustments, consisting only of normal recurring adjustments that are necessary to present fairly the financial information for the fiscal quarters presented. First Second Third Fourth 2019 (Unaudited) Sales: Product $ 296,860 $ 303,041 $ 287,977 $ 280,594 Service 81,890 91,813 73,837 58,465 Cost of sales (excluding depreciation, depletion and amortization): Product 234,916 225,473 226,797 212,905 Service 62,622 68,687 56,836 45,057 Operating expenses: Selling, general and administrative 34,656 38,659 40,208 37,325 Depreciation, depletion and amortization 44,600 44,899 47,126 42,819 Goodwill and other asset impairments — — 130 363,717 Total operating expenses 79,256 83,558 87,464 443,861 Operating (loss) income 1,956 17,136 (9,283 ) (362,764 ) Other (expense) income: Interest expense (23,978 ) (23,765 ) (24,733 ) (22,996 ) Other income (expense), net, including interest income 722 15,074 3,280 443 Total other expense (23,256 ) (8,691 ) (21,453 ) (22,553 ) (Loss) income before income taxes (21,300 ) 8,445 (30,736 ) (385,317 ) Income tax benefit 1,972 (2,384 ) 7,671 91,892 Net (loss) income (19,328 ) 6,061 (23,065 ) (293,425 ) Less: Net loss attributable to non-controlling interest (4 ) (89 ) (28 ) (554 ) Net (loss) income attributable to U.S. Silica Holdings, Inc. $ (19,324 ) $ 6,150 $ (23,037 ) $ (292,871 ) (Loss) earnings per share, basic $ (0.26 ) $ 0.08 $ (0.31 ) $ (4.00 ) (Loss) earnings per share, diluted $ (0.26 ) $ 0.08 $ (0.31 ) $ (4.00 ) Weighted average shares outstanding, basic 73,040 73,301 73,328 73,343 Weighted average shares outstanding, diluted 73,040 73,505 73,328 73,343 Dividends declared per share $ 0.06 $ 0.06 $ 0.06 $ 0.06 First Second Third Fourth 2018 (Unaudited) Sales: Product $ 294,788 $ 345,957 $ 348,635 $ 293,419 Service 74,525 81,476 74,537 63,961 Cost of sales (excluding depreciation, depletion and amortization): Product 207,239 236,236 270,370 241,624 Service 53,671 56,609 51,966 45,414 Operating expenses: Selling, general and administrative 34,591 42,232 37,980 32,168 Depreciation, depletion and amortization 28,592 36,563 37,150 46,527 Goodwill and other asset impairments — 16,184 — 265,715 Total operating expenses 63,183 94,979 75,130 344,410 Operating (loss) income 45,220 39,609 25,706 (274,068 ) Other (expense) income: Interest expense (7,070 ) (20,214 ) (21,999 ) (21,281 ) Other income (expense), net, including interest income 665 1,081 1,062 1,336 Total other expense (6,405 ) (19,133 ) (20,937 ) (19,945 ) (Loss) income before income taxes 38,815 20,476 4,769 (294,013 ) Income tax benefit (7,521 ) (2,832 ) 1,547 37,938 Net (loss) income 31,294 17,644 6,316 (256,075 ) Less: Net loss attributable to non-controlling interest — — — (13 ) Net (loss) income attributable to U.S. Silica Holdings, Inc. $ 31,294 $ 17,644 $ 6,316 $ (256,062 ) Earnings (loss) per share, basic $ 0.39 $ 0.23 $ 0.08 $ (3.44 ) Earnings (loss) per share, diluted $ 0.39 $ 0.22 $ 0.08 $ (3.44 ) Weighted average shares, basic 79,496 77,784 77,365 74,485 Weighted average shares, diluted 80,309 78,480 77,859 74,485 Dividends declared per share $ 0.06 $ 0.06 $ 0.06 $ 0.06 |
Parent Company Financials (Tabl
Parent Company Financials (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Balance Sheets | U.S. SILICA HOLDINGS, INC. (PARENT COMPANY ONLY) CONDENSED BALANCE SHEETS December 31, 2019 2018 (in thousands) ASSETS Current Assets: Cash and cash equivalents $ 51,849 $ 107,151 Due from affiliates 138,988 100,094 Total current assets 190,837 207,245 Investment in subsidiaries 530,830 850,099 Total assets $ 721,667 $ 1,057,344 LIABILITIES AND STOCKHOLDERS’ EQUITY Current Liabilities: Accrued expenses and other current liabilities $ 129 $ 217 Dividends payable 4,958 4,823 Total current liabilities 5,087 5,040 Total liabilities 5,087 5,040 Stockholders’ Equity: Preferred stock — — Common stock 823 818 Additional paid-in capital 1,185,116 1,169,383 Retained (deficit) earnings (279,956 ) 67,854 Treasury stock, at cost (180,912 ) (178,215 ) Accumulated other comprehensive loss (19,854 ) (15,020 ) Total U.S. Silica Holdings, Inc. stockholders’ equity 705,217 1,044,820 Non-controlling interest 11,363 7,484 Total stockholders' equity 716,580 1,052,304 Total liabilities and stockholders’ equity $ 721,667 $ 1,057,344 |
Condensed Statements of Operations and Comprehensive Income (Loss) | U.S. SILICA HOLDINGS, INC. (PARENT COMPANY ONLY) CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) Year ended December 31, 2019 2018 2017 (in thousands) Sales $ — $ — $ — Cost of sales — — — Operating expenses Selling, general and administrative 253 254 252 Total operating expenses 253 254 252 Operating loss (253 ) (254 ) (252 ) Other income (expense) Interest income 1,440 2,784 3,854 Total other income 1,440 2,784 3,854 Income before income taxes and equity in net earnings of subsidiaries 1,187 2,530 3,602 Income tax expense (327 ) (696 ) (1,453 ) Income before equity in net earnings of subsidiaries 860 1,834 2,149 Equity in earnings of subsidiaries, net of tax (330,617 ) (202,655 ) 143,057 Net (loss) income (329,757 ) (200,821 ) 145,206 Less: Net loss attributable to non-controlling interest (675 ) (13 ) — Net (loss) income attributable to U.S. Silica Holdings, Inc. (329,082 ) (200,808 ) 145,206 Net (loss) income (329,757 ) (200,821 ) 145,206 Other comprehensive (loss) income Unrealized loss on derivatives (net of tax of $(456),$(470), and $(27) for 2019, 2018, and 2017, respectively) (1,432 ) (1,545 ) (44 ) Foreign currency translation adjustment (net of tax of $ (60 ), $(196), and $2 for 2019, 2018 and 2017, respectively) (188 ) (614 ) (6 ) Pension and other post-retirement benefits liability a djus tment (net of tax of $(1,024), $339, and $1,205 for 2019, 2018 and 2017, respectively) (3,214 ) 1,065 2,000 Comprehensive (loss) income (334,591 ) (201,915 ) 147,156 Less: Comprehensive loss attributable to non-controlling interest (675 ) (13 ) — Comprehensive (loss) income attributable to U.S. Silica Holdings, Inc. (333,916 ) (201,902 ) 147,156 |
Condensed Statements of Stockholders' Equity | U.S. SILICA HOLDINGS, INC. (PARENT COMPANY ONLY) CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (amounts in thousands) Par Value Treasury Stock Additional Paid-In Capital Retained Earnings - Present Accumulated Other Comprehensive Income (Loss) Total U.S. Silica, Inc. Stockholders' Equity Non-controlling Interest Total Balance at January 1, 2017 $ 811 $ (3,869 ) $ 1,129,051 $ 163,173 $ (15,876 ) $ 1,273,290 $ — $ 1,273,290 Net income — — — 145,206 — 145,206 — 145,206 Unrealized loss on derivatives — — — — (44 ) (44 ) — (44 ) Foreign currency translation adjustment — — — — (6 ) (6 ) — (6 ) Pension and post-retirement liability — — — — 2,000 2,000 — 2,000 Cash dividend declared ($0.25 per share) — — — (20,387 ) — (20,387 ) — (20,387 ) Common stock-based compensation plans activity: Equity-based compensation — — 25,050 — — 25,050 — 25,050 Proceeds from options exercised — 1,190 (392 ) — — 798 — 798 Issuance of restricted stock — 1,859 (1,859 ) — — — — — Shares withheld for employee taxes related to vested restricted stock and stock units 1 386 (4,766 ) — — (4,379 ) — (4,379 ) Repurchase of common stock (25,022 ) (25,022 ) — (25,022 ) Balance at December 31, 2017 $ 812 $ (25,456 ) $ 1,147,084 $ 287,992 $ (13,926 ) $ 1,396,506 $ — $ 1,396,506 Net loss — — — (200,808 ) — (200,808 ) (13 ) (200,821 ) Unrealized loss on derivatives — — — — (1,545 ) (1,545 ) — (1,545 ) Foreign currency translation adjustment — — — — (614 ) (614 ) — (614 ) Pension and post-retirement liability — — — — 1,065 1,065 — 1,065 Cash dividend declared ($0.25 per share) — — — (19,330 ) — (19,330 ) — (19,330 ) Contributions from non-controlling interest — — — — — — 7,497 7,497 Common stock-based compensation plans activity: Equity-based compensation — — 22,337 — — 22,337 — 22,337 Proceeds from options exercised — 93 (32 ) — — 61 — 61 Shares withheld for employee taxes related to vested restricted stock and stock units 6 (4,383 ) (6 ) — — (4,383 ) — (4,383 ) Repurchase of common stock — (148,469 ) — — — (148,469 ) — (148,469 ) Balance at December 31, 2018 $ 818 $ (178,215 ) $ 1,169,383 $ 67,854 $ (15,020 ) $ 1,044,820 $ 7,484 $ 1,052,304 Net loss — — — (329,082 ) — (329,082 ) (675 ) (329,757 ) Unrealized loss on derivatives — — — — (1,432 ) (1,432 ) — (1,432 ) Foreign currency translation adjustment — — — — (188 ) (188 ) — (188 ) Pension and post-retirement liability — — — — (3,214 ) (3,214 ) — (3,214 ) Cash dividend declared ($0.25 per share) — — — (18,728 ) — (18,728 ) — (18,728 ) Contributions from non-controlling interest — — — — — — 4,554 4,554 Common stock-based compensation plans activity: Equity-based compensation — — 15,906 — — 15,906 — 15,906 Proceeds from options exercised — 296 (168 ) — — 128 — 128 Shares withheld for employee taxes related to vested restricted stock and stock units 5 (2,993 ) (5 ) — — (2,993 ) — (2,993 ) Balance at December 31, 2019 $ 823 $ (180,912 ) $ 1,185,116 $ (279,956 ) $ (19,854 ) $ 705,217 $ 11,363 $ 716,580 |
Condensed Statements of Cash Flows | U.S. SILICA HOLDINGS, INC. (PARENT COMPANY ONLY) CONDENSED STATEMENTS OF CASH FLOWS Year ended December 31, 2019 2018 2017 (in thousands) Operating activities: Net (loss) income $ (329,757 ) $ (200,821 ) $ 145,206 Adjustments to reconcile net (loss) income to net cash provided by operating activities: Undistributed loss (income) from equity method investment, net 330,617 202,655 (143,057 ) Changes in assets and liabilities, net of effects of acquisitions: Accounts payable and accrued liabilities (88 ) (295 ) 48 Net cash provided by operating activities 772 1,539 2,197 Investing activities: Investment in subsidiary — — (143,654 ) Net cash used in investing activities — — (143,654 ) Financing activities: Dividends paid (18,592 ) (19,912 ) (20,377 ) Repurchase of common stock — (148,469 ) (25,022 ) Proceeds from options exercised 128 61 798 Tax payments related to shares withheld for vested restricted stock and stock units (2,993 ) (4,383 ) (4,379 ) Contributions from non-controlling interest 4,554 7,497 — Net financing activities with subsidiaries (39,171 ) 40,171 (113,294 ) Net cash used in financing activities (56,074 ) (125,035 ) (162,274 ) Net decrease in cash and cash equivalents (55,302 ) (123,496 ) (303,731 ) Cash and cash equivalents, beginning of period 107,151 230,647 534,378 Cash and cash equivalents, end of period $ 51,849 $ 107,151 $ 230,647 Supplemental cash flow information: Cash (received) paid during the period for: Interest $ (1,440 ) $ (2,784 ) $ (3,853 ) |
Impairments (Tables)
Impairments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Text Block Supplement [Abstract] | |
Schedule of Asset Impairment Charges | , we have recorded impairment charges (in thousands) for the years ended December 31, 2019 and 2018 for the following assets: Description December 31, 2019 December 31, 2018 Inventories, net $ 4,100 $ 3,316 Property, plant and mine development, net 243,064 109,938 Operating lease right-of-use assets 115,443 — Goodwill — 164,167 Intangible assets, net 1,240 4,478 Total $ 363,847 $ 281,899 |
Organization (Details)
Organization (Details) $ in Thousands | May 01, 2018USD ($) | Dec. 31, 2019USD ($)Segment | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Organization And Nature Of Business | ||||
Number of business segments | Segment | 2 | |||
Consideration paid, net of cash acquired | $ 0 | $ 743,249 | $ 119,801 | |
EPMH | ||||
Organization And Nature Of Business | ||||
Consideration paid, net of cash acquired | $ 743,200 | |||
Cash acquired | 19,100 | |||
Net working capital post-closing adjustments | $ 500 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Water rights intangibles acquired in VIE | $ 3,932,000 | $ 10,046,000 | $ 3,586,000 | ||||
Percent or reporting unit fair value less than carrying value | 50.00% | ||||||
Consolidated sales | $ 1,474,477,000 | 1,577,298,000 | 1,240,851,000 | ||||
Amortization of debt issuance costs and discounts included in interest expense | 5,600,000 | 4,000,000 | $ 1,400,000 | ||||
Self-insurance reserves | $ 6,600,000 | $ 5,400,000 | 6,600,000 | 5,400,000 | |||
Self-insurance reserves classified as current | 4,100,000 | 2,600,000 | 4,100,000 | 2,600,000 | |||
Goodwill impairment | 0 | 164,167,000 | |||||
Operating lease right-of-use assets | 53,098,000 | 53,098,000 | |||||
Impairment recognized on operating lease right-of-use assets | 115,400,000 | 115,443,000 | 0 | ||||
Lease liabilities | 171,551,000 | 171,551,000 | |||||
ASU 2016-02 | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Operating lease right-of-use assets | $ 223,000,000 | ||||||
Lease liabilities | $ 222,700,000 | ||||||
Other income (expense) net, including interest income | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Net realized gain (loss) on foreign currency translation | $ 200,000 | $ 600,000 | |||||
Restricted Stock and Restricted Stock Units | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Vesting period for awards of equity instruments | 3 years | ||||||
Performance Share Units | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Vesting period for awards of equity instruments | 3 years | ||||||
Performance Share Units | Certain Employees | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Vesting period for awards of equity instruments | 3 years | ||||||
Intellectual property | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Estimated useful live of finite-lived intangible assets | 15 years | ||||||
Customer relationships | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Estimated useful live of finite-lived intangible assets | 20 years | ||||||
Oil & Gas Sand | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Goodwill impairment | $ 164,200,000 | ||||||
Buildings | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Estimated useful lives of property, plant and mine equipment | 15 years | ||||||
Land improvements | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Estimated useful lives of property, plant and mine equipment | 10 years | ||||||
Furniture and fixtures | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Estimated useful lives of property, plant and mine equipment | 8 years | ||||||
Minimum | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Self-insurance retention amount | $ 100,000 | ||||||
Minimum | Stock options excluded | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Vesting period for awards of equity instruments | 3 years | ||||||
Minimum | Supply Agreement | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Deferred revenue, average initial contract term | one | ||||||
Minimum | Customer relationships | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Estimated useful live of finite-lived intangible assets | 13 years | ||||||
Minimum | Machinery and equipment | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Estimated useful lives of property, plant and mine equipment | 3 years | ||||||
Maximum | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Self-insurance retention amount | $ 500,000 | ||||||
Maximum | Stock options excluded | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Vesting period for awards of equity instruments | 4 years | ||||||
Maximum | Supply Agreement | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Deferred revenue, average initial contract term | fifteen | ||||||
Maximum | Customer relationships | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Estimated useful live of finite-lived intangible assets | 15 years | ||||||
Maximum | Machinery and equipment | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Estimated useful lives of property, plant and mine equipment | 10 years | ||||||
Variable Interest Entity, Primary Beneficiary | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Equity ownership percentage acquired in VIE | 50.00% | ||||||
Payments to acquire interest in VIE | $ 3,200,000 | ||||||
Maximum capital contribution to VIE | 7,000,000 | ||||||
VIE assets | 18,300,000 | $ 18,300,000 | |||||
VIE liabilities | $ 400,000 | 400,000 | |||||
Capital contributions paid to acquire interest in VIE | $ 400,000 | $ 7,000,000 | |||||
Variable Interest Entity, Primary Beneficiary | Water rights | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Water rights intangibles acquired in VIE | $ 700,000 |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Numerator: | |||||||||||
Net (loss) income attributable to U.S. Silica Holdings, Inc. | $ (292,871) | $ (23,037) | $ 6,150 | $ (19,324) | $ (256,062) | $ 6,316 | $ 17,644 | $ 31,294 | $ (329,082) | $ (200,808) | $ 145,206 |
Denominator: | |||||||||||
Weighted average shares outstanding, basic (in shares) | 73,343 | 73,328 | 73,301 | 73,040 | 74,485 | 77,365 | 77,784 | 79,496 | 73,253 | 76,453 | 81,051 |
Diluted effect of stock awards (shares) | 0 | 0 | 909 | ||||||||
Weighted average shares outstanding assuming dilution (shares) | 73,253 | 76,453 | 81,960 | ||||||||
(Loss) earnings per share attributable to U.S. Silica Holdings, Inc.: | |||||||||||
Basic (loss) earnings per share (in dollars per share) | $ (4) | $ (0.31) | $ 0.08 | $ (0.26) | $ (3.44) | $ 0.08 | $ 0.23 | $ 0.39 | $ (4.49) | $ (2.63) | $ 1.79 |
Diluted (loss) earnings per share (in dollars per share) | $ (4) | $ (0.31) | $ 0.08 | $ (0.26) | $ (3.44) | $ 0.08 | $ 0.22 | $ 0.39 | $ (4.49) | $ (2.63) | $ 1.77 |
Earnings Per Share - Antidiluti
Earnings Per Share - Antidilutive Securities Excluded From Calculation of Diluted Earnings Per Share (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Weighted-average outstanding stock options and restricted stock awards excluded (shares) | 68 | 443 | |
Stock options excluded | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Weighted-average outstanding stock options and restricted stock awards excluded (shares) | 711 | 574 | 195 |
Restricted stock and performance share units awards excluded | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Weighted-average outstanding stock options and restricted stock awards excluded (shares) | 1,298 | 155 | 305 |
Capital Structure and Accumul_3
Capital Structure and Accumulated Other Comprehensive Income (Loss) - Additional Information (Details) - USD ($) | 7 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2019 | May 31, 2018 | |
Capital Structure And Accumulated Comprehensive Income (Loss) | |||
Common stock authorized (shares) | 500,000,000 | 500,000,000 | |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Common stock issued (shares) | 81,811,977 | 82,601,926 | |
Common stock outstanding (shares) | 73,148,853 | 73,601,950 | |
Preferred stock authorized (shares) | 10,000,000 | 10,000,000 | |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Preferred stock issued (shares) | 0 | 0 | |
May 2018 Share Repurchase Program | |||
Capital Structure And Accumulated Comprehensive Income (Loss) | |||
Share repurchase program authorized amount | $ 200,000,000 | ||
Repurchase of common stock (shares) | 5,036,139 | ||
Average price per common share of repurchase common stock (in dollars per share) | $ 14.59 | ||
Remaining authorized repurchase amount | $ 126,500,000 |
Capital Structure and Accumul_4
Capital Structure and Accumulated Other Comprehensive Income (Loss) - Declared Quarterly Cash Dividends (Details) - $ / shares | Nov. 12, 2019 | Jul. 18, 2019 | May 13, 2019 | Feb. 15, 2019 |
Equity [Abstract] | ||||
Dividends per Common Share (in dollars per share) | $ 0.0625 | $ 0.0625 | $ 0.0625 | $ 0.0625 |
Capital Structure and Accumul_5
Capital Structure and Accumulated Other Comprehensive Income (Loss) - Changes in Accumulated Other Comprehensive Loss (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |
Beginning Balance | $ 1,044,820 |
Other comprehensive loss before reclassifications | (6,070) |
Amounts reclassed from accumulated other comprehensive loss | 1,236 |
Ending Balance | 705,217 |
Unrealized loss on cash flow hedges | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |
Beginning Balance | (1,621) |
Other comprehensive loss before reclassifications | (1,432) |
Amounts reclassed from accumulated other comprehensive loss | 0 |
Ending Balance | (3,053) |
Foreign currency translation adjustments | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |
Beginning Balance | (620) |
Other comprehensive loss before reclassifications | (188) |
Amounts reclassed from accumulated other comprehensive loss | 0 |
Ending Balance | (808) |
Pension and other post-retirement benefits liability | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |
Beginning Balance | (12,779) |
Other comprehensive loss before reclassifications | (4,450) |
Amounts reclassed from accumulated other comprehensive loss | 1,236 |
Ending Balance | (15,993) |
Total | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |
Beginning Balance | (15,020) |
Ending Balance | $ (19,854) |
Business Combinations - Additio
Business Combinations - Additional Information (Details) - USD ($) $ in Thousands | May 01, 2018 | Aug. 16, 2017 | Apr. 01, 2017 | Mar. 31, 2018 | Aug. 16, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2019 | Sep. 30, 2018 |
Business Acquisition [Line Items] | ||||||||||
Consideration paid, net of cash acquired | $ 0 | $ 743,249 | $ 119,801 | |||||||
Goodwill | 273,524 | 261,340 | 272,079 | |||||||
Total cash consideration for pre-existing contracted asset sale | $ 118,357 | 339,815 | 368,479 | |||||||
EPMH | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Consideration paid, net of cash acquired | $ 743,200 | |||||||||
Cash acquired | 19,100 | |||||||||
Net working capital post-closing adjustments | $ 500 | |||||||||
Revenues from acquiree included in Income Statement | 158,800 | |||||||||
Net loss from acquiree included in Income Statement | 600 | |||||||||
Non-recurring transaction costs attributable to business combination excluded from pro-forma information | 179,220 | (116,899) | ||||||||
Goodwill | 150,628 | $ 162,812 | ||||||||
EPMH | Acquisition-related Costs | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Non-recurring transaction costs attributable to business combination excluded from pro-forma information | 15,200 | |||||||||
EPMH | Selling, general, and administrative | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition-related costs | $ 13,600 | |||||||||
White Armor | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash consideration paid | $ 18,600 | |||||||||
Goodwill | 3,900 | |||||||||
Identifiable intangible assets | 12,800 | |||||||||
Other net assets | $ 1,900 | |||||||||
White Armor | Selling, general, and administrative | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition-related costs | 200 | |||||||||
MS Sand | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Consideration paid, net of cash acquired | $ 95,400 | |||||||||
Cash acquired | 2,200 | |||||||||
Net working capital post-closing adjustments | (500) | |||||||||
Non-recurring transaction costs attributable to business combination excluded from pro-forma information | (143,604) | |||||||||
Goodwill | $ 22,522 | $ 25,322 | ||||||||
Additional consideration paid | $ 6,100 | |||||||||
Total cash consideration for pre-existing contracted asset sale | $ 101,000 | |||||||||
MS Sand | Selling, general, and administrative | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition-related costs | $ 1,000 |
Business Combinations - Purchas
Business Combinations - Purchase Price Allocation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Sep. 30, 2018 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | May 01, 2018 | Dec. 31, 2017 | |
Purchase Price | ||||||
Goodwill | $ 273,524 | $ 261,340 | $ 272,079 | |||
EPMH | ||||||
Purchase Price | ||||||
Accounts receivable, net | $ 43,305 | 43,305 | ||||
Inventories | 86,112 | 86,112 | ||||
Property, plant and mine development | 146,558 | 148,495 | ||||
Mineral rights | 408,889 | 419,469 | ||||
Identifiable intangible assets - finite lived | 8,770 | 10,270 | $ 8,770 | |||
Identifiable intangible assets - indefinite lived | 36,800 | 38,050 | ||||
Prepaids and deposits | 1,827 | 2,072 | ||||
Other non-current assets | 7,474 | 7,474 | ||||
Goodwill | 162,812 | 150,628 | ||||
Total assets acquired | 902,547 | 905,875 | ||||
Accounts payable | 13,435 | 13,435 | ||||
Accrued expenses and other current liabilities | 10,304 | 10,304 | ||||
Deferred tax liabilities | 119,483 | 122,811 | ||||
Other long term liabilities | 16,076 | 16,076 | ||||
Total liabilities assumed | 159,298 | 162,626 | ||||
Net assets acquired | 743,249 | 743,249 | ||||
Measurement Period Adjustments | ||||||
Accounts receivable, net | 0 | |||||
Inventories | 0 | |||||
Property, plant and mine development | (1,937) | |||||
Mineral rights | (10,580) | |||||
Identifiable intangible assets - finite lived | (1,500) | |||||
Identifiable intangible assets - indefinite lived | (1,250) | |||||
Prepaids and deposits | (245) | |||||
Other assets | 0 | |||||
Goodwill | 12,184 | $ 12,184 | ||||
Total assets acquired | (3,328) | |||||
Accounts payable | 0 | |||||
Accrued expenses and other current liabilities | 0 | |||||
Deferred tax liabilities | (3,328) | |||||
Long term obligations | 0 | |||||
Total liabilities assumed | (3,328) | |||||
Net assets acquired | $ 0 | |||||
MS Sand | ||||||
Purchase Price | ||||||
Accounts receivable, net | $ 11,201 | 11,201 | ||||
Inventories | 8,067 | 8,067 | ||||
Other current assets | 362 | 362 | ||||
Assets held for sale | 9,453 | 9,453 | ||||
Property, plant and mine development | 27,458 | 27,458 | ||||
Mineral rights | 23,500 | 26,300 | ||||
Identifiable intangible assets - finite lived | 1,840 | 1,840 | ||||
Other non-current assets | 1,136 | 1,136 | ||||
Goodwill | 25,322 | 22,522 | ||||
Total assets acquired | 108,339 | 108,339 | ||||
Accounts payable and accrued expenses | 3,761 | 3,761 | ||||
Unfavorable leasehold positions | 2,237 | 2,237 | ||||
Notes Payable | 866 | 866 | ||||
Asset retirement obligations | 474 | 474 | ||||
Other long term liabilities | 0 | 0 | ||||
Total liabilities assumed | 7,338 | 7,338 | ||||
Net assets acquired | 101,001 | $ 101,001 | ||||
Measurement Period Adjustments | ||||||
Accounts receivable, net | 0 | |||||
Inventories | 0 | |||||
Other current assets | 0 | |||||
Assets held for sale | 0 | |||||
Property, plant and mine development | 0 | |||||
Mineral rights | (2,800) | |||||
Identifiable intangible assets - finite lived | 0 | |||||
Other assets | 0 | |||||
Goodwill | 2,800 | $ 2,800 | ||||
Total assets acquired | 0 | |||||
Accounts payable and accrued expenses | 0 | |||||
Unfavorable leasehold positions | 0 | |||||
Notes Payable | 0 | |||||
Other long term liabilities | 0 | |||||
Asset retirement obligations | 0 | |||||
Total liabilities assumed | 0 | |||||
Net assets acquired | $ 0 |
Business Combinations - Intangi
Business Combinations - Intangible Assets Acquired (Details) - USD ($) $ in Thousands | May 01, 2018 | Aug. 16, 2017 | Jun. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 |
EPMH | ||||||
Business Acquisition [Line Items] | ||||||
Identifiable intangible assets - finite lived, Approximate Fair Value | $ 8,770 | $ 8,770 | $ 10,270 | |||
Identifiable intangible assets - indefinite lived, Approximate Fair Value | $ 36,800 | $ 38,050 | ||||
EPMH | Trade names | ||||||
Business Acquisition [Line Items] | ||||||
Identifiable intangible assets - indefinite lived, Approximate Fair Value | 36,800 | |||||
EPMH | Intellectual property | ||||||
Business Acquisition [Line Items] | ||||||
Identifiable intangible assets - finite lived, Approximate Fair Value | $ 1,400 | |||||
Identifiable intangible assets - finite lived, Estimated Useful Life (in years) | 15 years | |||||
EPMH | Customer relationships | ||||||
Business Acquisition [Line Items] | ||||||
Identifiable intangible assets - finite lived, Approximate Fair Value | $ 7,370 | |||||
Identifiable intangible assets - finite lived, Estimated Useful Life (in years) | 15 years | |||||
MS Sand | ||||||
Business Acquisition [Line Items] | ||||||
Identifiable intangible assets - finite lived, Approximate Fair Value | $ 1,840 | $ 1,840 | ||||
MS Sand | Customer relationships | ||||||
Business Acquisition [Line Items] | ||||||
Identifiable intangible assets - finite lived, Approximate Fair Value | $ 1,840 | |||||
Identifiable intangible assets - finite lived, Estimated Useful Life (in years) | 15 years |
Business Combinations - Pro For
Business Combinations - Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
EPMH | ||
Business Acquisition [Line Items] | ||
Sales | $ 1,659,775 | $ 1,454,070 |
Net (loss) income | $ (179,220) | $ 116,899 |
Basic (loss) earnings per share (in dollars per share) | $ (2.34) | $ 1.44 |
Diluted (loss) earnings per share (in dollars per share) | $ (2.34) | $ 1.43 |
MS Sand | ||
Business Acquisition [Line Items] | ||
Sales | $ 1,287,202 | |
Net (loss) income | $ 143,604 | |
Basic (loss) earnings per share (in dollars per share) | $ 1.77 | |
Diluted (loss) earnings per share (in dollars per share) | $ 1.75 |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Receivables [Abstract] | ||
Trade receivables | $ 178,182 | $ 198,435 |
Less: Allowance for doubtful accounts | (8,984) | (6,751) |
Net trade receivables | 169,198 | 191,684 |
Other receivables | 13,040 | 23,802 |
Total accounts receivable | 182,238 | 215,486 |
Refundable alternative minimum tax credits | $ 8,100 | $ 16,000 |
Accounts Receivable - Allowance
Accounts Receivable - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Allowance for Doubtful Accounts Receivable Roll Forward | |||
Beginning balance | $ 6,751 | $ 7,100 | |
Bad debt provision | 3,466 | 315 | $ 1,529 |
Write-offs | (1,233) | (664) | |
Ending balance | $ 8,984 | $ 6,751 | $ 7,100 |
Accounts Receivable - Additiona
Accounts Receivable - Additional Information (Details) - Product Concentration Risk | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Sales | Ten Largest Customers | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 43.00% | 48.00% | 58.00% |
Sales | Customer One | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 11.00% | 15.00% | 15.00% |
Sales | Customer Two | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 12.00% | ||
Trade Accounts Receivables | Customer One | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 12.00% | 18.00% |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Supplies | $ 47,277 | $ 41,453 |
Raw materials and work in process | 41,167 | 68,474 |
Finished goods | 35,988 | 52,160 |
Total inventories | $ 124,432 | $ 162,087 |
Property, Plant and Mine Deve_3
Property, Plant and Mine Development (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment | ||
Property, plant and mine development, gross | $ 2,224,197 | $ 2,326,126 |
Accumulated depletion, depreciation, amortization and impairment charges | (706,610) | (499,823) |
Total property, plant and mine development, net | 1,517,587 | 1,826,303 |
Mining property and mine development | ||
Property, Plant and Equipment | ||
Property, plant and mine development, gross | 794,899 | 995,759 |
Asset retirement cost | ||
Property, Plant and Equipment | ||
Property, plant and mine development, gross | 18,260 | 12,732 |
Land | ||
Property, Plant and Equipment | ||
Property, plant and mine development, gross | 57,082 | 55,502 |
Land improvements | ||
Property, Plant and Equipment | ||
Property, plant and mine development, gross | 73,203 | 67,729 |
Buildings | ||
Property, Plant and Equipment | ||
Property, plant and mine development, gross | 69,112 | 64,515 |
Machinery and equipment | ||
Property, Plant and Equipment | ||
Property, plant and mine development, gross | 1,152,898 | 958,357 |
Furniture and fixtures | ||
Property, Plant and Equipment | ||
Property, plant and mine development, gross | 4,068 | 3,599 |
Construction-in-progress | ||
Property, Plant and Equipment | ||
Property, plant and mine development, gross | $ 54,675 | $ 167,933 |
Property, Plant and Mine Deve_4
Property, Plant and Mine Development - Additional Information (Details) | Mar. 21, 2018USD ($)transload | Dec. 31, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2018USD ($) |
Property, Plant and Equipment | |||||||
Depreciation expense | $ 168,600,000 | $ 139,100,000 | |||||
Aggregate cost of machinery and equipment under capital lease | $ 2,224,197,000 | 2,224,197,000 | 2,326,126,000 | ||||
Impairment of property, plant and equipment | 243,064,000 | 109,938,000 | |||||
Gain on sale of transload facilities | (1,573,000) | 5,170,000 | $ (415,000) | ||||
Consideration received allocated to asset retirement obligations liabilities of transload facilities | 0 | 2,116,000 | |||||
Disposal Group, Held-for-sale, Not Discontinued Operations | Land | |||||||
Property, Plant and Equipment | |||||||
Impairment recognized on assets held for sale | 0 | ||||||
Disposal Group, Held-for-sale, Not Discontinued Operations | Land | Prepaid expenses and other current assets | |||||||
Property, Plant and Equipment | |||||||
Assets held for sale | 100,000 | 100,000 | $ 1,300,000 | ||||
Depreciation adjustment on assets held for sale | 0 | ||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Land | Prepaid expenses and other current assets | |||||||
Property, Plant and Equipment | |||||||
Gain on sale of assets | 600,000 | ||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Permian, Eagle Ford, and Appalachian Basins | CIG Logistics | |||||||
Property, Plant and Equipment | |||||||
Number of transload facilities sold | transload | 3 | ||||||
Total consideration received on sale of transload facilities | $ 86,100,000 | ||||||
Liabilities assumed by buyer on sale of transload facilities | 2,200,000 | ||||||
Cash consideration received on sale of transload facilities | 83,900,000 | ||||||
Gain on sale of transload facilities | 5,800,000 | ||||||
Consideration received allocated to asset retirement obligations liabilities of transload facilities | 2,100,000 | ||||||
Equipment note assumed the buyer on sale of transload facilities | 100,000 | ||||||
Consideration allocated to vendor incentives in sale of transload facilities | 60,300,000 | ||||||
Accrued contract termination costs for facilities operated by third parties on sale of transload facilities | 7,900,000 | ||||||
Settlement credit for contract termination costs on facilities operated by third parties on sale of transload facilities | $ 2,700,000 | ||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Permian, Eagle Ford, and Appalachian Basins | CIG Logistics | Accounts payables and accrued liabilities | |||||||
Property, Plant and Equipment | |||||||
Consideration allocated to vendor incentives in sale of transload facilities | 26,600,000 | 26,600,000 | 12,500,000 | ||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Permian, Eagle Ford, and Appalachian Basins | CIG Logistics | Other long-term obligations | |||||||
Property, Plant and Equipment | |||||||
Consideration allocated to vendor incentives in sale of transload facilities | 33,800,000 | ||||||
Machinery and equipment | |||||||
Property, Plant and Equipment | |||||||
Aggregated cost of machinery under finance leases | 300,000 | 300,000 | |||||
Aggregate cost of machinery and equipment under capital lease | 1,152,898,000 | 1,152,898,000 | 958,357,000 | ||||
Accumulated amortization of finance lease assets | 200,000 | 200,000 | |||||
Assets held under capital leases | |||||||
Property, Plant and Equipment | |||||||
Aggregate cost of machinery and equipment under capital lease | 500,000 | ||||||
Accumulated depreciation of machinery and equipment under capital lease | 200,000 | ||||||
Mining property and mine development | |||||||
Property, Plant and Equipment | |||||||
Aggregate cost of machinery and equipment under capital lease | $ 794,899,000 | 794,899,000 | 995,759,000 | ||||
Interest cost capitalized in property, plant and mine development | $ 2,000,000 | $ 6,700,000 | |||||
Transload facilities | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Permian, Eagle Ford, and Appalachian Basins | CIG Logistics | |||||||
Property, Plant and Equipment | |||||||
Consideration received allocated to fair value of transload facilities | 25,800,000 | ||||||
Net book value of transload facilities | $ 20,000,000 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill [Roll Forward] | |||||
Beginning balance | $ 261,340 | $ 261,340 | $ 272,079 | ||
Impairments | 0 | (164,167) | |||
Ending balance | $ 261,340 | 273,524 | 261,340 | ||
Goodwill | 425,507 | 425,507 | |||
Impairment losses | (164,167) | (164,167) | |||
MS Sand | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 25,322 | 22,522 | |||
Measurement period adjustment | $ 2,800 | 2,800 | |||
Ending balance | $ 25,322 | ||||
EPMH | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 150,628 | 150,628 | |||
Measurement period adjustment | 12,184 | 12,184 | |||
Acquisition | 150,628 | ||||
Ending balance | 150,628 | $ 162,812 | 150,628 | ||
Oil & Gas Proppants | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 247,467 | ||||
Impairments | (164,167) | ||||
Ending balance | 86,100 | ||||
Goodwill | 250,267 | 250,267 | |||
Impairment losses | (164,167) | (164,167) | |||
Oil & Gas Proppants | MS Sand | |||||
Goodwill [Roll Forward] | |||||
Measurement period adjustment | 2,800 | ||||
Oil & Gas Proppants | EPMH | |||||
Goodwill [Roll Forward] | |||||
Measurement period adjustment | 0 | ||||
Acquisition | 0 | ||||
Industrial & Specialty Products | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 24,612 | ||||
Impairments | 0 | ||||
Ending balance | 187,424 | ||||
Goodwill | 175,240 | 175,240 | |||
Impairment losses | $ 0 | 0 | |||
Industrial & Specialty Products | MS Sand | |||||
Goodwill [Roll Forward] | |||||
Measurement period adjustment | 0 | ||||
Industrial & Specialty Products | EPMH | |||||
Goodwill [Roll Forward] | |||||
Measurement period adjustment | $ 12,184 | ||||
Acquisition | $ 150,628 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Changes in the Carrying Amount of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | $ 154,782 | $ 152,280 |
Accumulated Amortization | (35,817) | (24,994) |
Impairments | (1,240) | 0 |
Net | 117,725 | 127,286 |
Total Intangible Assets | ||
Gross Carrying Amount | 220,872 | 224,098 |
Accumulated Amortization | (35,817) | (24,994) |
Impairments | (1,240) | (4,478) |
Intangible assets, net | 183,815 | 194,626 |
Trade names | ||
Indefinite-lived Intangible Assets | ||
Gross Carrying Amount | 65,390 | 71,118 |
Impairments | 0 | (4,478) |
Net | 65,390 | 66,640 |
Other | ||
Indefinite-lived Intangible Assets | ||
Gross Carrying Amount | 700 | 700 |
Impairments | 0 | 0 |
Net | 700 | 700 |
Technology and intellectual property | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 86,183 | 83,616 |
Accumulated Amortization | (17,080) | (11,168) |
Impairments | 0 | 0 |
Net | 69,103 | 72,448 |
Total Intangible Assets | ||
Accumulated Amortization | (17,080) | (11,168) |
Customer relationships | ||
Finite-Lived Intangible Assets | ||
Gross Carrying Amount | 68,599 | 68,664 |
Accumulated Amortization | (18,737) | (13,826) |
Impairments | (1,240) | 0 |
Net | 48,622 | 54,838 |
Total Intangible Assets | ||
Accumulated Amortization | $ (18,737) | $ (13,826) |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Mar. 31, 2019 | Dec. 31, 2018 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Goodwill impairment | $ 0 | $ 164,167 | ||||
Amortization expense | $ 10,800 | $ 9,700 | $ 8,800 | |||
Technology and intellectual property | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated useful live of finite-lived intangible assets | 15 years | |||||
Customer relationships | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated useful live of finite-lived intangible assets | 20 years | |||||
EPMH | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Acquired finite-lived intangibles, measurement period adjustment | $ (1,500) | |||||
Identifiable intangible assets - indefinite lived | $ (1,250) | |||||
EPMH | Technology and intellectual property | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Acquired finite-lived intangibles, measurement period adjustment | $ 1,500 | |||||
Trade names | EPMH | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Identifiable intangible assets - indefinite lived | $ 1,300 | |||||
Oil & Gas Sand | Customer relationships | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Impairment of finite-lived intangibles | $ 1,200 | |||||
Oil & Gas Sand | Trade names | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Impairment of indefinite-lived intangibles | $ 4,500 | |||||
Oil & Gas Sand | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Goodwill impairment | $ 164,200 | |||||
Maximum | Customer relationships | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated useful live of finite-lived intangible assets | 15 years | |||||
Minimum | Customer relationships | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated useful live of finite-lived intangible assets | 13 years |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Estimated Amortization Expense Related to Definite-Lived Intangible Assets (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 10,863 |
2021 | 10,861 |
2022 | 10,846 |
2023 | 10,841 |
2024 | $ 10,843 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Payables and Accruals [Abstract] | ||
Trade payables | $ 181,029 | $ 166,296 |
Accrued salaries and wages | 12,385 | 12,291 |
Accrued vacation liability | 3,053 | 3,503 |
Current portion of liability for pension and post-retirement benefits | 2,993 | 2,708 |
Accrued healthcare liability | 4,078 | 2,702 |
Accrued property taxes and sales taxes | 4,070 | 4,490 |
Vendor incentives | 26,617 | 12,508 |
Other accrued liabilities | 14,012 | 11,902 |
Accounts payable and accrued liabilities | 248,237 | $ 216,400 |
Decrease to trade payables due to reclassifications | $ 12,500 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Line of Credit Facility | ||
Less: Unamortized original issue discount | $ (5,412) | $ (6,511) |
Less: Unamortized debt issuance cost | (25,390) | (31,310) |
Finance leases | 70 | 344 |
Total debt | 1,232,448 | 1,259,755 |
Less: current portion | (18,463) | (13,327) |
Total long-term portion of debt | 1,213,985 | 1,246,428 |
Notes Payable | Insurance financing notes payable | ||
Line of Credit Facility | ||
Short-term debt | 5,055 | 0 |
Notes Payable | Note payable secured by royalty interest | ||
Line of Credit Facility | ||
Long-term debt | 10,438 | 26,511 |
Notes Payable | Equipment notes payable | ||
Line of Credit Facility | ||
Long-term debt | 87 | 321 |
Revolving Line-of-Credit | Revolver | ||
Line of Credit Facility | ||
Long-term debt | $ 0 | $ 0 |
Credit facility, interest rate | 7.75% | 8.50% |
Senior Secured Credit Facility | Term Loan | ||
Line of Credit Facility | ||
Long-term debt | $ 1,247,600 | $ 1,270,400 |
Credit facility, interest rate | 5.81% | 6.56% |
Debt - Additional Information (
Debt - Additional Information (Details) | May 01, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Aug. 16, 2016USD ($) |
Debt Instrument [Line Items] | |||||||
Gain recorded due to changes in fair value of debt | $ 16,854,000 | $ 0 | $ 0 | ||||
Insurance financing notes payable | Notes Payable | |||||||
Debt Instrument [Line Items] | |||||||
Debt stated interest rate | 4.50% | 4.50% | |||||
Debt term | 10 months | ||||||
Notes payable balance | 5,055,000 | $ 0 | |||||
Senior Secured Credit Facility | Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility consolidated total net leverage ratio | 3.75 | ||||||
Debt repurchased | $ 10,000,000 | $ 10,000,000 | |||||
Debt redemption price percentage | 95.50% | ||||||
Debt issuance costs | $ 400,000 | ||||||
Gain on extinguishment of debt | $ 100,000 | ||||||
Senior Secured Credit Facility | Revolver | |||||||
Debt Instrument [Line Items] | |||||||
Net leverage ratio, credit facility threshold percentage | 30.00% | ||||||
Revolving Line-of-Credit | Revolver | |||||||
Debt Instrument [Line Items] | |||||||
Available borrowing base | 100,000,000 | ||||||
Amount drawn under credit facility | 0 | ||||||
Amount available under credit facility | 93,500,000 | ||||||
Letter of Credit | Revolver | |||||||
Debt Instrument [Line Items] | |||||||
Amount allocated for letters of credit | $ 6,500,000 | ||||||
Current consolidated leverage ratio | 4.30 | ||||||
Current borrowing capacity under credit facility without consent of lenders | $ 30,000,000 | ||||||
Senior Secured Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt issued | $ 1,380,000,000 | ||||||
Senior Secured Credit Facility | Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Debt issued | 1,280,000,000 | ||||||
Senior Secured Credit Facility | Revolving Line-of-Credit | Revolver | |||||||
Debt Instrument [Line Items] | |||||||
Available borrowing base | 100,000,000 | ||||||
Capitalized debt issuance costs | $ 38,700,000 | ||||||
Notes Payable | Note payable secured by royalty interest | |||||||
Debt Instrument [Line Items] | |||||||
Annual minimum payments | 500,000 | ||||||
Debt fair value | 10,400,000 | $ 22,500,000 | |||||
Gain recorded due to changes in fair value of debt | $ 16,900,000 | ||||||
Interest rate, effective percentage | 14.00% | ||||||
Notes Payable | Note payable secured by royalty interest | Measurement Input, Discount Rate | |||||||
Debt Instrument [Line Items] | |||||||
Fair value discount rate | 0.14 |
Debt - Contractual Maturities o
Debt - Contractual Maturities of Senior Secured Credit Facility (Details) - Senior Secured Credit Facility - Term Loan - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
2020 | $ 12,800 | |
2021 | 12,800 | |
2022 | 12,800 | |
2023 | 12,800 | |
2024 | 12,800 | |
Thereafter | 1,183,600 | |
Total | $ 1,247,600 | $ 1,270,400 |
Debt - Contractual Maturities_2
Debt - Contractual Maturities of Note Payable Secured by Royalty Interest (Details) - Notes Payable - Note payable secured by royalty interest $ in Thousands | Dec. 31, 2019USD ($) |
Debt Instrument [Line Items] | |
2020 | $ 454 |
2021 | 378 |
2022 | 434 |
2023 | 499 |
2024 | 570 |
Thereafter | $ 8,103 |
Deferred Revenue (Details)
Deferred Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue, advances received | $ 12,225 | $ 31,625 | |
Deferred revenue | 50,634 | 113,319 | $ 118,414 |
Deferred revenue, current | $ 15,111 | $ 31,612 | |
Supply Agreement | Minimum | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue, average initial contract term | one | ||
Supply Agreement | Maximum | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue, average initial contract term | fifteen |
Asset Retirement Obligations (D
Asset Retirement Obligations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | ||
Other long-term liabilities related to asset retirement obligation | $ 25,800 | $ 18,400 |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||
Beginning balance | 18,413 | 19,032 |
Accretion | 1,531 | 1,214 |
Additions and revisions of prior estimates | 5,881 | (319) |
Addition related to EPMH acquisition | 0 | 2,733 |
EPMH measurement period adjustment | 0 | (2,131) |
Disposal related to sale of transloads | 0 | (2,116) |
Ending balance | $ 25,825 | $ 18,413 |
Derivative Instruments - Estima
Derivative Instruments - Estimated Fair Values of Derivative Instruments (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Interest rate swap agreement $440 million | ||
Derivative Instruments, Gain (Loss) | ||
Contract/Notional Amount | $ 440,000,000 | $ 440,000,000 |
Carrying Amount | (2,768,000) | (1,475,000) |
Fair Value | $ (2,768,000) | $ (1,475,000) |
Interest rate swap agreement $440 million | LIBOR | ||
Derivative Instruments, Gain (Loss) | ||
Derivative, basis spread on variable rate (up to) | 2.74% | 2.74% |
Interest rate swap agreement $200 million | ||
Derivative Instruments, Gain (Loss) | ||
Contract/Notional Amount | $ 200,000,000 | $ 200,000,000 |
Carrying Amount | (1,259,000) | (663,000) |
Fair Value | $ (1,259,000) | $ (663,000) |
Interest rate swap agreement $200 million | LIBOR | ||
Derivative Instruments, Gain (Loss) | ||
Derivative, basis spread on variable rate (up to) | 2.74% | 2.74% |
Interest rate cap agreement | ||
Derivative Instruments, Gain (Loss) | ||
Contract/Notional Amount | $ 0 | $ 249,000,000 |
Carrying Amount | 0 | 0 |
Fair Value | $ 0 | 0 |
Fair Value, Measurements, Recurring | Interest rate cap agreement | ||
Derivative Instruments, Gain (Loss) | ||
Fair Value | $ 0 |
Derivative Instruments - Additi
Derivative Instruments - Additional Information (Details) | 12 Months Ended | ||
Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($)derivative | Dec. 31, 2017USD ($) | |
Derivative [Line Items] | |||
Recognized deferred losses on derivatives in accumulated other comprehensive income into earnings | $ 0 | $ 77,000 | $ 1,000 |
Interest rate swap agreement $440 million | |||
Derivative [Line Items] | |||
Fair value of derivatives | 2,768,000 | 1,475,000 | |
Ineffective portion of derivative contracts | 0 | ||
Interest rate swap agreement $440 million | Payables and accrued liabilities | Cash Flow Hedges | |||
Derivative [Line Items] | |||
Fair value of derivatives | 2,800,000 | ||
Interest rate swap agreement $440 million | Other long-term obligations | Cash Flow Hedges | |||
Derivative [Line Items] | |||
Fair value of derivatives | $ 1,500,000 | ||
Derivative number of instruments held | derivative | 2 | ||
Interest rate swap agreement $200 million | |||
Derivative [Line Items] | |||
Fair value of derivatives | 1,259,000 | $ 663,000 | |
Interest rate swap agreement $200 million | Payables and accrued liabilities | Cash Flow Hedges | |||
Derivative [Line Items] | |||
Fair value of derivatives | 1,300,000 | ||
Interest rate swap agreement $200 million | Other long-term obligations | Cash Flow Hedges | |||
Derivative [Line Items] | |||
Fair value of derivatives | 700,000 | ||
Interest rate cap agreement | |||
Derivative [Line Items] | |||
Fair value of derivatives | $ 0 | 0 | |
Recognized deferred losses on derivatives in accumulated other comprehensive income into earnings | $ 76,000 |
Derivative Instruments - Effect
Derivative Instruments - Effect of Derivatives Instruments on Combined Statements of Operations and Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Deferred Losses from Derivatives in OCI [Roll Forward] | |||
Deferred losses from derivatives in OCI, beginning of period | $ (1,621) | $ (76) | $ (32) |
(Loss) gain recognized in OCI from derivative instruments | (1,432) | (1,622) | (45) |
Loss reclassified from Accumulated OCI | 0 | 77 | 1 |
Deferred losses from derivatives in OCI, end of period | $ (3,053) | $ (1,621) | $ (76) |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options granted (in shares) | 0 | 0 | 0 |
Stock options exercised (in shares) | 10,000 | 4,167 | 43,774 |
Intrinsic value of stock options exercised | $ 12,000 | $ 100,000 | $ 1,200,000 |
Proceeds from options exercised | 128,000 | 61,000 | 798,000 |
Tax benefit realized for deductions from stock options exercises | 3,000 | 14,000 | 400,000 |
Unrecognized compensation expense related to stock options | 0 | ||
Stock options excluded | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Recognized equity-based compensation | 1,400,000 | 2,500,000 | |
Restricted Stock and Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Recognized equity-based compensation | $ 8,200,000 | $ 7,600,000 | $ 7,100,000 |
Awards share units granted (in shares) | 814,387 | 415,110 | 156,164 |
Recognized weighted-average period | 1 year 9 months 18 days | ||
Unrecognized compensation expense related to awards | $ 10,500,000 | ||
Grant date fair value of awards granted (in dollars per share) | $ 13.42 | ||
Vesting period for awards of equity instruments | 3 years | ||
Performance Share Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Recognized equity-based compensation | $ 7,700,000 | $ 13,300,000 | $ 15,500,000 |
Awards share units granted (in shares) | 607,130 | 261,500 | 90,501 |
Recognized weighted-average period | 1 year 8 months 12 days | ||
Unrecognized compensation expense related to awards | $ 7,400,000 | ||
Grant date fair value of awards granted (in dollars per share) | $ 15.58 | $ 31.24 | $ 67.69 |
Vesting period for awards of equity instruments | 3 years | ||
2011 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock that may be issued (in shares) | 1,769,759 |
Equity-Based Compensation - Sto
Equity-Based Compensation - Stock Options Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Number of Shares | |||
Outstanding at December 31, 2018 (in shares) | 901,996 | ||
Granted (in shares) | 0 | 0 | 0 |
Exercised (in shares) | (10,000) | (4,167) | (43,774) |
Forfeited (in shares) | 0 | ||
Expired (in shares) | (65,338) | ||
Outstanding at December 31, 2019 (in shares) | 826,658 | 901,996 | |
Exercisable at December 31, 2019 (in shares) | 826,658 | ||
Weighted Average Exercise Price | |||
Outstanding at December 31, 2018, (in dollars per share) | $ 28.52 | ||
Granted (in dollars per share) | 0 | ||
Exercised (in dollars per share) | 12.87 | ||
Forfeited (in dollars per share) | 0 | ||
Expired (in dollars per share) | 25.16 | ||
Outstanding at December 31, 2019, (in dollars per share) | 28.97 | $ 28.52 | |
Exercisable at December 31, 2019 (in dollars per share) | $ 28.97 | ||
Aggregate Intrinsic Value (in thousands) | |||
Outstanding, aggregate intrinsic value | $ 0 | $ 18,566 | |
Exercisable, aggregate intrinsic value | $ 11,557 | ||
Weighted Average Remaining Contractual Term in Years | |||
Outstanding, weighted average remaining contractual term in years | 4 years 1 month 6 days | 4 years 9 months 18 days | |
Exercisable, weighted average remaining contractual term in years | 4 years 1 month 6 days |
Equity-Based Compensation - Res
Equity-Based Compensation - Restricted Stock and Restricted Stock Units Activity (Details) - Restricted Stock and Restricted Stock Units - $ / shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Number of Shares | |||
Unvested, December 31, 2018 (in shares) | 587,577 | ||
Granted (in shares) | 814,387 | 415,110 | 156,164 |
Vested (in shares) | (306,806) | ||
Forfeited (in shares) | (74,910) | ||
Unvested, December 31, 2019 (in shares) | 1,020,248 | 587,577 | |
Grant Date Weighted Average Fair Value | |||
Unvested, December 31, 2018 (in dollars per share) | $ 25.18 | ||
Granted (in dollars per share) | 13.42 | ||
Vested (in dollars per share) | 26.18 | ||
Forfeited (in dollars per share) | 20.09 | ||
Unvested, December 31, 2019 (in dollars per share) | $ 15.86 | $ 25.18 |
Equity-Based Compensation - Per
Equity-Based Compensation - Performance Share Unit Activity (Details) - Performance Share Units - $ / shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Number of Shares | |||
Unvested, December 31, 2018 (in shares) | 838,188 | ||
Granted (in shares) | 607,130 | 261,500 | 90,501 |
Vested (in shares) | (523,368) | ||
Forfeited/Canceled (in shares) | (83,228) | ||
Unvested, December 31, 2019 (in shares) | 838,722 | 838,188 | |
Weighted Average | |||
Unvested, December 31, 2018 (in dollars per share) | $ 39.44 | ||
Granted (in dollars per share) | 15.58 | $ 31.24 | $ 67.69 |
Vested (in dollars per share) | 37.83 | ||
Forfeited/Canceled (in dollars per share) | 25.60 | ||
Unvested, December 31, 2019 (in dollars per share) | $ 18 | $ 39.44 |
Commitments and Contingencies -
Commitments and Contingencies - Future Minimum Annual Commitments (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Minimum Purchase Commitments | |
2020 | $ 14,512 |
2021 | 9,253 |
2022 | 6,900 |
2023 | 6,900 |
2024 | 3,593 |
Thereafter | 2,490 |
Total future purchase commitments | $ 43,648 |
Commitments and Contingencies_2
Commitments and Contingencies - Additional Information (Details) | May 17, 2017USD ($) | Dec. 31, 2019USD ($)claim | Dec. 31, 2018USD ($)claim | Dec. 31, 2017claim |
Loss Contingencies | ||||
Purchased reserves | $ 94,400,000 | |||
Surety Bonds | ||||
Loss Contingencies | ||||
Surety bonds outstanding | $ 42,600,000 | |||
Reclamation Bonds | ||||
Loss Contingencies | ||||
Surety bonds outstanding | 30,900,000 | |||
Other non-current assets | ||||
Loss Contingencies | ||||
Third party products claims liability under insurance in other long-term obligations | 0 | $ 0 | ||
Other long-term obligations | ||||
Loss Contingencies | ||||
Third party products claims liability under insurance in other long-term obligations | $ 900,000 | $ 900,000 | ||
Pending Litigation | ||||
Loss Contingencies | ||||
Number of new claims filed | claim | 1 | 20 | 0 | |
Number of pending claims | claim | 58 |
Pension and Post-Retirement B_3
Pension and Post-Retirement Benefits - Net Pension and Post-Retirement Benefit Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Pension Benefits | |||
Pension Plans, Postretirement and Other Employee Benefits | |||
Service cost | $ 1,304 | $ 1,307 | $ 1,037 |
Interest cost | 5,375 | 4,632 | 3,971 |
Expected return on plan assets | (6,171) | (5,969) | (5,265) |
Net amortization and deferral | 1,648 | 2,526 | 1,773 |
Net pension benefit or post-retirement costs | 2,156 | 2,496 | 1,516 |
Post-retirement Benefits | |||
Pension Plans, Postretirement and Other Employee Benefits | |||
Service cost | 88 | 102 | 107 |
Interest cost | 789 | 740 | 753 |
Expected return on plan assets | 0 | 0 | (1) |
Unrecognized net (gain)/loss | (29) | 0 | 0 |
Net pension benefit or post-retirement costs | $ 848 | $ 842 | $ 859 |
Pension and Post-Retirement B_4
Pension and Post-Retirement Benefits - Changes in Benefit Obligations and Plan Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Fair value of plan assets at January 1, | $ 102,396 | ||
Fair value of plan assets at December 31, | 110,431 | $ 102,396 | |
Pension Benefits | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Benefit obligation at January 1, | 138,900 | 122,052 | |
Service cost | 1,304 | 1,307 | $ 1,037 |
Interest cost | 5,375 | 4,632 | 3,971 |
Actuarial (gain) loss | 17,225 | (10,263) | |
Benefits paid | (14,922) | (8,202) | |
Other | 609 | 29,374 | |
Benefit obligation at December 31, | 148,491 | 138,900 | 122,052 |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Fair value of plan assets at January 1, | 102,396 | 92,067 | |
Actual return on plan assets | 17,919 | (6,204) | |
Employer contributions | 4,755 | 3,350 | |
Benefits paid | (14,922) | (8,202) | |
Other | 283 | 21,385 | |
Fair value of plan assets at December 31, | 110,431 | 102,396 | 92,067 |
Plan assets less than benefit obligations at December 31 recognized as liability for pension and other post-retirement benefits | (38,060) | (36,504) | |
Post-retirement Benefits | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Benefit obligation at January 1, | 21,570 | 22,771 | |
Service cost | 88 | 102 | 107 |
Interest cost | 789 | 740 | 753 |
Actuarial (gain) loss | 206 | (965) | |
Benefits paid | (815) | (1,499) | |
Other | 216 | 421 | |
Benefit obligation at December 31, | 22,054 | 21,570 | 22,771 |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Fair value of plan assets at January 1, | 0 | 0 | |
Actual return on plan assets | 0 | 0 | |
Employer contributions | 599 | 1,078 | |
Benefits paid | (815) | (1,499) | |
Other | 216 | 421 | |
Fair value of plan assets at December 31, | 0 | 0 | $ 0 |
Plan assets less than benefit obligations at December 31 recognized as liability for pension and other post-retirement benefits | $ (22,054) | $ (21,570) |
Pension and Post-Retirement B_5
Pension and Post-Retirement Benefits - Additional Information (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019USD ($)plan | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Pension Plans, Postretirement and Other Employee Benefits | |||
Projected benefit obligation, nonqualified pension plan | $ 1.6 | $ 1.5 | |
Defined benefit plan, pension plans with accumulated benefit obligations in excess of plan assets, aggregate accumulated benefit obligation | 1.6 | 1.5 | |
Fair value of plan assets, nonqualified pension plan | 0 | 0 | |
Defined benefit plan, accumulated other comprehensive income net gains (losses), after tax | 22.1 | 17.6 | |
Defined benefit plan, accumulated other comprehensive income net prior service cost (credit), after tax | $ 2.2 | $ 2.8 | |
Number of multiemployer defined benefit plans | plan | 3 | ||
Percentage of contributions to individual multiemployer pension funds | 5.00% | 5.00% | 5.00% |
Company contributing percentage on defined benefit plan (up to) | 50.00% | ||
Employee contribution over defined benefit plan | 4.00% | ||
Company contributions to defined contribution plan | $ 6.1 | $ 2.6 | $ 3 |
Certain Employees | |||
Pension Plans, Postretirement and Other Employee Benefits | |||
Company contribution over defined benefit plan | 4.00% | ||
Some Employees | |||
Pension Plans, Postretirement and Other Employee Benefits | |||
Employee contribution over defined benefit plan | 6.00% | ||
Company contribution on profit sharing match | 100.00% | ||
Pension Benefits | |||
Pension Plans, Postretirement and Other Employee Benefits | |||
Accumulated benefit obligation | $ 148.5 | $ 138.9 | |
Expected contributions to the plans for next fiscal year | $ 5.1 | ||
Weighted average discount rate used to determine projected pension and post-retirement obligations | 3.20% | 4.40% | |
Post-retirement Benefits | |||
Pension Plans, Postretirement and Other Employee Benefits | |||
Expected contributions to the plans for next fiscal year | $ 1.4 | ||
Weighted average discount rate used to determine projected pension and post-retirement obligations | 3.20% | 4.30% |
Pension and Post-Retirement B_6
Pension and Post-Retirement Benefits - Estimated Future Pension and Post-Retirement Benefit Payments (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Pension Benefits | |
Defined Benefit Plan, Expected Future Benefit Payment [Abstract] | |
2020 | $ 10,025 |
2021 | 9,221 |
2022 | 9,195 |
2023 | 9,208 |
2024 | 9,551 |
2025-2029 | 45,386 |
Post-retirement Benefits | Before Medicare Subsidy | |
Defined Benefit Plan, Expected Future Benefit Payment [Abstract] | |
2020 | 1,601 |
2021 | 1,669 |
2022 | 1,686 |
2023 | 1,659 |
2024 | 1,677 |
2025-2029 | 7,526 |
Post-retirement Benefits | After Medicare Subsidy | |
Defined Benefit Plan, Expected Future Benefit Payment [Abstract] | |
2020 | 1,431 |
2021 | 1,502 |
2022 | 1,520 |
2023 | 1,492 |
2024 | 1,513 |
2025-2029 | $ 6,677 |
Pension and Post-Retirement B_7
Pension and Post-Retirement Benefits - Amounts in Accumulated Other Comprehensive Income Expected to be Recognized as Components of Net Periodic Benefit Cost (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Pension Plans, Postretirement and Other Employee Benefits | |
Net actuarial loss | $ 2,532 |
Prior service cost | 534 |
Total | 3,066 |
Pension Benefits | |
Pension Plans, Postretirement and Other Employee Benefits | |
Net actuarial loss | 2,532 |
Prior service cost | 534 |
Total | 3,066 |
Post-retirement Benefits | |
Pension Plans, Postretirement and Other Employee Benefits | |
Net actuarial loss | 0 |
Prior service cost | 0 |
Total | $ 0 |
Pension and Post-Retirement B_8
Pension and Post-Retirement Benefits - Weighted-Average Assumptions Used (Details) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Pension Benefits | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Discount rate | 3.20% | 4.40% |
Long-term rate of return on plan assets | 6.30% | |
Pension Benefits | Minimum | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Long-term rate of compensation increase | 3.00% | 3.00% |
Long-term rate of return on plan assets | 6.25% | |
Pension Benefits | Maximum | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Long-term rate of compensation increase | 3.50% | 3.50% |
Long-term rate of return on plan assets | 7.15% | |
Post-retirement Health Care | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Discount rate | 3.20% | 4.30% |
Post-retirement Health Care | Pre-65 | Minimum | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Initial rate | 7.00% | 7.30% |
Post-retirement Health Care | Pre-65 | Maximum | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Ultimate rate | 4.50% | 4.50% |
Post-retirement Health Care | Post-65 | Minimum | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Initial rate | 7.50% | 8.00% |
Post-retirement Health Care | Post-65 | Maximum | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Ultimate rate | 4.50% | 4.50% |
Pension and Post-Retirement B_9
Pension and Post-Retirement Benefits - Effect of One-Percentage-Point Change in Assumed Health Care Cost Trend Rates (Details) - Post-retirement Benefits $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Effect on total of service and interest cost, increase | $ 100 |
Effect on post-retirement benefit obligation, increase | 2,341 |
Effect on total of service and interest cost, decrease | (85) |
Effect on post-retirement benefit obligation, decrease | $ (2,010) |
Pension and Post-Retirement _10
Pension and Post-Retirement Benefits - Investment Categories and Their Relative Percentage of Fair Value to Total Plan Assets (Details) | Dec. 31, 2019 | Dec. 31, 2018 |
Pension Benefits | Equity securities | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Percentage of the fair value of the total plan assets | 52.10% | 42.10% |
Pension Benefits | Debt securities | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Percentage of the fair value of the total plan assets | 46.60% | 55.50% |
Pension Benefits | Cash | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Percentage of the fair value of the total plan assets | 1.30% | 2.40% |
Post-retirement Benefits | Equity securities | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Percentage of the fair value of the total plan assets | 0.00% | 0.00% |
Post-retirement Benefits | Debt securities | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Percentage of the fair value of the total plan assets | 0.00% | 0.00% |
Post-retirement Benefits | Cash | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Percentage of the fair value of the total plan assets | 0.00% | 0.00% |
Pension and Post-Retirement _11
Pension and Post-Retirement Benefits - Fair Value of Pension Plan Assets, by Asset Category (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | $ 110,431 | $ 102,396 |
Cash and cash equivalents | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 1,385 | 2,449 |
Diversified emerging markets | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 4,942 | 6,638 |
Foreign large blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 19,183 | 11,689 |
Large-cap blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 20,738 | 14,226 |
Mid-cap blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 8,416 | 6,819 |
Small-cap blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 522 | |
Real estate | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 4,309 | 3,192 |
Corporate notes and bonds | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 37,664 | 43,745 |
U.S. Treasuries | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 10,894 | 8,486 |
Mortgage-backed securities | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 2,496 | 3,578 |
Asset-backed securities | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 404 | 1,052 |
Level 1 | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 106,146 | 95,317 |
Level 1 | Cash and cash equivalents | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 1 | Diversified emerging markets | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 4,942 | 6,638 |
Level 1 | Foreign large blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 19,183 | 11,689 |
Level 1 | Large-cap blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 20,738 | 14,226 |
Level 1 | Mid-cap blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 8,416 | 6,819 |
Level 1 | Small-cap blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 522 | |
Level 1 | Real estate | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 4,309 | 3,192 |
Level 1 | Corporate notes and bonds | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 37,664 | 43,745 |
Level 1 | U.S. Treasuries | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 10,894 | 8,486 |
Level 1 | Mortgage-backed securities | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 1 | Asset-backed securities | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 2 | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 4,285 | 7,079 |
Level 2 | Cash and cash equivalents | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 1,385 | 2,449 |
Level 2 | Diversified emerging markets | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 2 | Foreign large blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 2 | Large-cap blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 2 | Mid-cap blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 2 | Small-cap blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | |
Level 2 | Real estate | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 2 | Corporate notes and bonds | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 2 | U.S. Treasuries | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 2 | Mortgage-backed securities | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 2,496 | 3,578 |
Level 2 | Asset-backed securities | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 404 | 1,052 |
Level 3 | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 3 | Cash and cash equivalents | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 3 | Diversified emerging markets | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 3 | Foreign large blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 3 | Large-cap blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 3 | Mid-cap blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 3 | Small-cap blend | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | |
Level 3 | Real estate | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 3 | Corporate notes and bonds | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 3 | U.S. Treasuries | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 3 | Mortgage-backed securities | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | 0 | 0 |
Level 3 | Asset-backed securities | ||
Pension Plans, Postretirement and Other Employee Benefits | ||
Fair value of pension plan assets | $ 0 | $ 0 |
Pension and Post-Retirement _12
Pension and Post-Retirement Benefits - Summary of Multiemployer Pension Plan (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
LIUNA | |||
Pension Plans, Postretirement and Other Employee Benefits | |||
EIN/ Pension Plan No. | 52-6074345/001 | ||
Pension Protection Act Zone Status | Red | ||
Company Contributions (in thousands) | $ 385,000 | $ 573,000 | $ 223,000 |
Surcharge Imposed | Yes | ||
Expiration Date of CBA | May 31, 2020 | ||
IUOE | |||
Pension Plans, Postretirement and Other Employee Benefits | |||
EIN/ Pension Plan No. | 36-6052390/001 | ||
Pension Protection Act Zone Status | Green | ||
Company Contributions (in thousands) | $ 310,000 | 1,385,000 | 40,000 |
Surcharge Imposed | No | ||
Expiration Date of CBA | Jul. 31, 2022 | ||
CSSS | |||
Pension Plans, Postretirement and Other Employee Benefits | |||
EIN/ Pension Plan No. | 36-6044243/001 | ||
Pension Protection Act Zone Status | Red | ||
Company Contributions (in thousands) | $ 51,000 | $ 51,000 | $ 51,000 |
Central States, Southeast and Southwest Areas Pension Plan | |||
Pension Plans, Postretirement and Other Employee Benefits | |||
Withdrawal liability from pension plan | 1,000,000 | ||
Withdrawal liability paid on monthly installments | $ 4,000 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Lessee, Lease, Description [Line Items] | |||
Impairment recognized on operating lease right-of-use assets | $ 115,400 | $ 115,443 | $ 0 |
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Remaining term of lease contracts | 1 year | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Remaining term of lease contracts | 20 years |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
Operating lease right-of-use assets | $ 53,098 |
Current portion of operating lease liabilities | 53,587 |
Operating lease liabilities | 117,964 |
Total lease liabilities | $ 171,551 |
Operating leases, weighted average remaining lease term (years) | 4 years 6 months |
Operating leases, weighted average discount rate | 5.70% |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Cost of Sales | |
Lessee, Lease, Description [Line Items] | |
Operating lease costs | $ 88,966 |
Short-term operating lease costs | 18,200 |
Selling, general, and administrative | |
Lessee, Lease, Description [Line Items] | |
Operating lease costs | 3,993 |
Total lease costs | 208,402 |
Short-term operating lease costs | 700 |
Goodwill and other asset impairments | |
Lessee, Lease, Description [Line Items] | |
Operating lease costs | $ 115,443 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Cash paid for amounts included in the measurement of lease liabilities, operating leases | $ 74,740 |
Right-of-use assets obtained in exchange for new lease liabilities, operating leases | $ 232,123 |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 63,337 |
2021 | 44,276 |
2022 | 33,526 |
2023 | 22,380 |
2024 | 16,236 |
Thereafter | 22,284 |
Total lease payments | 202,039 |
Less: Interest | 30,488 |
Total | $ 171,551 |
Income Taxes - Income Tax Benef
Income Taxes - Income Tax Benefit (Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current: | |||||||||||
Federal | $ 0 | $ 1,076 | $ (10,754) | ||||||||
State | (1,188) | (2,496) | (1,167) | ||||||||
Foreign | (1,343) | (518) | 0 | ||||||||
Current income tax (expense) benefit | (2,531) | (1,938) | (11,921) | ||||||||
Deferred: | |||||||||||
Federal | 90,457 | 25,578 | 22,641 | ||||||||
State | 11,225 | 5,492 | (2,040) | ||||||||
Foreign | 0 | 0 | 0 | ||||||||
Deferred income tax (expense) benefit | 101,682 | 31,070 | 20,601 | ||||||||
Income tax benefit | $ 91,892 | $ 7,671 | $ (2,384) | $ 1,972 | $ 37,938 | $ 1,547 | $ (2,832) | $ (7,521) | $ 99,151 | $ 29,132 | $ 8,680 |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Rate on Pretax Earnings (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||||||||||
Income tax benefit (expense) computed at U.S. federal statutory rate | $ 90,070 | $ 48,290 | $ (47,784) | ||||||||
Decrease (increase) resulting from: | |||||||||||
Statutory depletion | 4,679 | 12,090 | 20,259 | ||||||||
Goodwill impairment | 0 | (29,157) | 0 | ||||||||
Prior year tax return reconciliation | 3,121 | 530 | 219 | ||||||||
State income taxes, net of federal benefit | 9,486 | 2,592 | (2,267) | ||||||||
Adjustment to deferred taxes from the Tax Act rate reduction | 0 | 0 | 35,772 | ||||||||
Equity compensation | (6,440) | (653) | 2,602 | ||||||||
Other, net | (1,765) | (4,560) | (121) | ||||||||
Income tax benefit | $ 91,892 | $ 7,671 | $ (2,384) | $ 1,972 | $ 37,938 | $ 1,547 | $ (2,832) | $ (7,521) | $ 99,151 | $ 29,132 | $ 8,680 |
Income Taxes - Tax Effects on D
Income Taxes - Tax Effects on Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Gross deferred tax assets: | ||
Net operating loss carry forward and state tax credits | $ 32,173 | $ 11,089 |
Pension and post-retirement benefit costs | 13,976 | 13,303 |
Alternative minimum tax credit carry forward | 7,895 | 15,971 |
Property, plant and equipment | 7,179 | 5,474 |
Accrued expenses | 15,336 | 27,025 |
Inventories | 6,507 | 774 |
Third-party products liability | 236 | 231 |
Stock-based compensation expense | 2,390 | 8,199 |
Note payable | 109 | 3,724 |
Interest expense limitation | 22,324 | 0 |
Lease obligation liability | 29,604 | 0 |
Other | 5,191 | 8,116 |
Total deferred tax assets | 142,920 | 93,906 |
Gross deferred tax liabilities: | ||
Land and mineral property basis difference | (124,182) | (165,002) |
Fixed assets and depreciation | (44,314) | (55,596) |
Intangibles | (12,541) | (10,346) |
Other | (468) | (201) |
Total deferred tax liabilities | (181,505) | (231,145) |
Net deferred tax liabilities | $ (38,585) | $ (137,239) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Operating Loss Carryforwards [Line Items] | ||
Alternative minimum tax credit carry forward | $ 16.2 | $ 16 |
Alternative minimum tax reclassified from deferred tax assets to other receivables | 8.1 | $ 16 |
Federal | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating loss carryforwards | $ 122.3 |
Revenue - Sales by Major Source
Revenue - Sales by Major Source (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Total Sales | $ 1,474,477 | $ 1,577,298 | $ 1,240,851 | ||||||||
Oil & Gas Proppants | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total Sales | 1,010,521 | 1,182,991 | |||||||||
Industrial & Specialty Products | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total Sales | 463,956 | 394,307 | |||||||||
Product | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total Sales | $ 280,594 | $ 287,977 | $ 303,041 | $ 296,860 | $ 293,419 | $ 348,635 | $ 345,957 | $ 294,788 | 1,168,472 | 1,282,799 | 1,010,394 |
Product | Oil & Gas Proppants | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total Sales | 704,516 | 888,509 | |||||||||
Product | Industrial & Specialty Products | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total Sales | 463,956 | 394,290 | |||||||||
Service | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total Sales | $ 58,465 | $ 73,837 | $ 91,813 | $ 81,890 | $ 63,961 | $ 74,537 | $ 81,476 | $ 74,525 | 306,005 | 294,499 | $ 230,457 |
Service | Oil & Gas Proppants | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total Sales | 306,005 | 294,482 | |||||||||
Service | Industrial & Specialty Products | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total Sales | $ 0 | $ 17 |
Revenue - Changes in Contract A
Revenue - Changes in Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Unbilled Receivables | ||
Beginning Balance | $ 90 | $ 5,245 |
Reclassifications to billed receivables | (3,983) | (11,157) |
Revenues recognized in excess of period billings | 4,037 | 6,002 |
Ending Balance | 144 | 90 |
Deferred Revenue | ||
Beginning Balance | 113,319 | 118,414 |
Revenues recognized from balances held at the beginning of the period | (65,225) | (33,381) |
Revenues deferred from period collections on unfulfilled performance obligations | 12,225 | 31,625 |
Revenues recognized from period collections | (9,685) | (3,339) |
Ending Balance | $ 50,634 | $ 113,319 |
Revenue - Remaining Performance
Revenue - Remaining Performance Obligations (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Recognized revenue as variable consideration from shortfall penalties according to contract terms From Shortfall Penalties | $ 70.6 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining duration period of expected satisfaction of performance obligations | 1 year |
Revenue - Foreign Operations (D
Revenue - Foreign Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Consolidated sales | $ 1,474,477 | $ 1,577,298 | $ 1,240,851 | ||||||||
Consolidated assets | $ 2,553,234 | $ 2,900,840 | 2,553,234 | 2,900,840 | |||||||
Pre-tax income | (385,317) | $ (30,736) | $ 8,445 | $ (21,300) | (294,013) | $ 4,769 | $ 20,476 | $ 38,815 | (428,908) | (229,953) | 136,526 |
Net income | (292,871) | $ (23,037) | $ 6,150 | $ (19,324) | (256,062) | $ 6,316 | $ 17,644 | $ 31,294 | (329,082) | (200,808) | $ 145,206 |
Foreign Operations | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Consolidated sales | 92,800 | 66,900 | |||||||||
Consolidated assets | $ 27,700 | $ 7,300 | 27,700 | 7,300 | |||||||
Pre-tax income | 7,000 | 5,900 | |||||||||
Net income | $ 5,500 | $ 4,700 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | |||
Related party purchases | $ 0 | $ 2,958,000 | $ 4,942,000 |
Officer | Transportation Brokerage and Logistics Services Vendor | |||
Related Party Transaction [Line Items] | |||
Related party purchases | $ 0 | $ 2,900,000 | $ 4,700,000 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($)SegmentProduct | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Segment Reporting Information | |||
Number of reportable segments | Segment | 2 | ||
Number of product types | Product | 400 | ||
Goodwill | $ 273,524 | $ 261,340 | $ 272,079 |
Oil & Gas Proppants | |||
Segment Reporting Information | |||
Goodwill | 86,100 | 247,467 | |
Industrial & Specialty Products | |||
Segment Reporting Information | |||
Goodwill | 187,424 | $ 24,612 | |
Operating Segments | Oil & Gas Proppants | |||
Segment Reporting Information | |||
Goodwill | 86,100 | 86,100 | |
Operating Segments | Industrial & Specialty Products | |||
Segment Reporting Information | |||
Goodwill | $ 187,400 | $ 175,240 |
Segment Reporting - Sales and S
Segment Reporting - Sales and Segment Contribution Margin for Reporting Segments and Other Operating Results (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting Information | |||||||||||
Total sales | $ 1,474,477 | $ 1,577,298 | $ 1,240,851 | ||||||||
Selling, general and administrative | $ (37,325) | $ (40,208) | $ (38,659) | $ (34,656) | $ (32,168) | $ (37,980) | $ (42,232) | $ (34,591) | (150,848) | (146,971) | (107,056) |
Depreciation, depletion and amortization | (42,819) | (47,126) | (44,899) | (44,600) | (46,527) | (37,150) | (36,563) | (28,592) | (179,444) | (148,832) | (97,233) |
Goodwill and other asset impairments | (363,717) | (130) | 0 | 0 | (265,715) | 0 | (16,184) | 0 | (363,847) | (281,899) | 0 |
Interest expense | (22,996) | (24,733) | (23,765) | (23,978) | (21,281) | (21,999) | (20,214) | (7,070) | (95,472) | (70,564) | (31,342) |
Other income (expense), net, including interest income | 443 | 3,280 | 15,074 | 722 | 1,336 | 1,062 | 1,081 | 665 | 19,519 | 4,144 | (1,874) |
Income tax benefit | 91,892 | 7,671 | (2,384) | 1,972 | 37,938 | 1,547 | (2,832) | (7,521) | 99,151 | 29,132 | 8,680 |
Net (loss) income | (293,425) | (23,065) | 6,061 | (19,328) | (256,075) | 6,316 | 17,644 | 31,294 | (329,757) | (200,821) | 145,206 |
Less: Net loss attributable to non-controlling interest | (554) | (28) | (89) | (4) | (13) | 0 | 0 | 0 | (675) | (13) | 0 |
Net (loss) income attributable to U.S. Silica Holdings, Inc. | $ (292,871) | $ (23,037) | $ 6,150 | $ (19,324) | $ (256,062) | $ 6,316 | $ 17,644 | $ 31,294 | (329,082) | (200,808) | 145,206 |
Operating Segments | |||||||||||
Segment Reporting Information | |||||||||||
Total sales | 1,474,477 | 1,577,298 | 1,240,851 | ||||||||
Total segment contribution margin | 426,809 | 512,930 | 390,753 | ||||||||
Segment Reconciling Items | |||||||||||
Segment Reporting Information | |||||||||||
Operating activities excluded from segment cost of sales(1) | (85,625) | (98,761) | (16,722) | ||||||||
Selling, general and administrative | (150,848) | (146,971) | (107,056) | ||||||||
Depreciation, depletion and amortization | (179,444) | (148,832) | (97,233) | ||||||||
Goodwill and other asset impairments | (363,847) | (281,899) | 0 | ||||||||
Interest expense | (95,472) | (70,564) | (31,342) | ||||||||
Other income (expense), net, including interest income | 19,519 | 4,144 | (1,874) | ||||||||
Oil & Gas Proppants | |||||||||||
Segment Reporting Information | |||||||||||
Total sales | 1,010,521 | 1,182,991 | |||||||||
Oil & Gas Proppants | Operating Segments | |||||||||||
Segment Reporting Information | |||||||||||
Total sales | 1,010,521 | 1,182,991 | 1,020,365 | ||||||||
Total segment contribution margin | 248,594 | 357,846 | 301,972 | ||||||||
Industrial & Specialty Products | |||||||||||
Segment Reporting Information | |||||||||||
Total sales | 463,956 | 394,307 | |||||||||
Industrial & Specialty Products | Operating Segments | |||||||||||
Segment Reporting Information | |||||||||||
Total sales | 463,956 | 394,307 | 220,486 | ||||||||
Total segment contribution margin | $ 178,215 | $ 155,084 | $ 88,781 |
Unaudited Supplementary Data (D
Unaudited Supplementary Data (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Sales: | |||||||||||
Total sales | $ 1,474,477 | $ 1,577,298 | $ 1,240,851 | ||||||||
Cost of sales (excluding depreciation, depletion and amortization): | |||||||||||
Total cost of sales (excluding depreciation, depletion and amortization) | 1,133,293 | 1,163,129 | 866,820 | ||||||||
Operating expenses: | |||||||||||
Selling, general and administrative | $ 37,325 | $ 40,208 | $ 38,659 | $ 34,656 | $ 32,168 | $ 37,980 | $ 42,232 | $ 34,591 | 150,848 | 146,971 | 107,056 |
Depreciation, depletion and amortization | 42,819 | 47,126 | 44,899 | 44,600 | 46,527 | 37,150 | 36,563 | 28,592 | 179,444 | 148,832 | 97,233 |
Goodwill and other asset impairments | 363,717 | 130 | 0 | 0 | 265,715 | 0 | 16,184 | 0 | 363,847 | 281,899 | 0 |
Total operating expenses | 443,861 | 87,464 | 83,558 | 79,256 | 344,410 | 75,130 | 94,979 | 63,183 | 694,139 | 577,702 | 204,289 |
Operating (loss) income | (362,764) | (9,283) | 17,136 | 1,956 | (274,068) | 25,706 | 39,609 | 45,220 | (352,955) | (163,533) | 169,742 |
Other (expense) income: | |||||||||||
Interest expense | (22,996) | (24,733) | (23,765) | (23,978) | (21,281) | (21,999) | (20,214) | (7,070) | (95,472) | (70,564) | (31,342) |
Other income (expense), net, including interest income | 443 | 3,280 | 15,074 | 722 | 1,336 | 1,062 | 1,081 | 665 | 19,519 | 4,144 | (1,874) |
Total other expense | (22,553) | (21,453) | (8,691) | (23,256) | (19,945) | (20,937) | (19,133) | (6,405) | (75,953) | (66,420) | (33,216) |
(Loss) income before income taxes | (385,317) | (30,736) | 8,445 | (21,300) | (294,013) | 4,769 | 20,476 | 38,815 | (428,908) | (229,953) | 136,526 |
Income tax benefit | 91,892 | 7,671 | (2,384) | 1,972 | 37,938 | 1,547 | (2,832) | (7,521) | 99,151 | 29,132 | 8,680 |
Net (loss) income | (293,425) | (23,065) | 6,061 | (19,328) | (256,075) | 6,316 | 17,644 | 31,294 | (329,757) | (200,821) | 145,206 |
Less: Net loss attributable to non-controlling interest | (554) | (28) | (89) | (4) | (13) | 0 | 0 | 0 | (675) | (13) | 0 |
Net (loss) income attributable to U.S. Silica Holdings, Inc. | $ (292,871) | $ (23,037) | $ 6,150 | $ (19,324) | $ (256,062) | $ 6,316 | $ 17,644 | $ 31,294 | $ (329,082) | $ (200,808) | $ 145,206 |
Basic (loss) earnings per share (in dollars per share) | $ (4) | $ (0.31) | $ 0.08 | $ (0.26) | $ (3.44) | $ 0.08 | $ 0.23 | $ 0.39 | $ (4.49) | $ (2.63) | $ 1.79 |
Diluted (loss) earnings per share (in dollars per share) | $ (4) | $ (0.31) | $ 0.08 | $ (0.26) | $ (3.44) | $ 0.08 | $ 0.22 | $ 0.39 | $ (4.49) | $ (2.63) | $ 1.77 |
Weighted average shares outstanding, basic (in shares) | 73,343 | 73,328 | 73,301 | 73,040 | 74,485 | 77,365 | 77,784 | 79,496 | 73,253 | 76,453 | 81,051 |
Weighted average common shares outstanding, diluted (in shares) | 73,343 | 73,328 | 73,505 | 73,040 | 74,485 | 77,859 | 78,480 | 80,309 | |||
Dividends declared per share (in dollars per share) | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.25 | $ 0.25 | $ 0.25 |
Product | |||||||||||
Sales: | |||||||||||
Total sales | $ 280,594 | $ 287,977 | $ 303,041 | $ 296,860 | $ 293,419 | $ 348,635 | $ 345,957 | $ 294,788 | $ 1,168,472 | $ 1,282,799 | $ 1,010,394 |
Cost of sales (excluding depreciation, depletion and amortization): | |||||||||||
Total cost of sales (excluding depreciation, depletion and amortization) | 212,905 | 226,797 | 225,473 | 234,916 | 241,624 | 270,370 | 236,236 | 207,239 | 900,091 | 955,469 | 714,521 |
Service | |||||||||||
Sales: | |||||||||||
Total sales | 58,465 | 73,837 | 91,813 | 81,890 | 63,961 | 74,537 | 81,476 | 74,525 | 306,005 | 294,499 | 230,457 |
Cost of sales (excluding depreciation, depletion and amortization): | |||||||||||
Total cost of sales (excluding depreciation, depletion and amortization) | $ 45,057 | $ 56,836 | $ 68,687 | $ 62,622 | $ 45,414 | $ 51,966 | $ 56,609 | $ 53,671 | $ 233,202 | $ 207,660 | $ 152,299 |
Parent Company Financials - Con
Parent Company Financials - Condensed Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Current Assets: | ||||
Cash and cash equivalents | $ 185,740 | $ 202,498 | ||
Total current assets | 509,040 | 600,237 | ||
Total assets | 2,553,234 | 2,900,840 | ||
Current Liabilities: | ||||
Accounts payable and accrued expenses | 248,237 | 216,400 | ||
Total current liabilities | 335,398 | 261,339 | ||
Total liabilities | 1,836,654 | 1,848,536 | ||
Stockholders’ Equity: | ||||
Common stock | 823 | 818 | ||
Additional paid-in capital | 1,185,116 | 1,169,383 | ||
Retained (deficit) earnings | (279,956) | 67,854 | ||
Treasury stock, at cost | (180,912) | (178,215) | ||
Accumulated other comprehensive loss | (19,854) | (15,020) | ||
Total U.S. Silica Holdings, Inc. stockholders’ equity | 705,217 | 1,044,820 | ||
Non-controlling interest | 11,363 | 7,484 | ||
Total stockholders' equity | 716,580 | 1,052,304 | $ 1,396,506 | $ 1,273,290 |
Total liabilities and stockholders’ equity | 2,553,234 | 2,900,840 | ||
Parent Company | ||||
Current Assets: | ||||
Cash and cash equivalents | 51,849 | 107,151 | ||
Due from affiliates | 138,988 | 100,094 | ||
Total current assets | 190,837 | 207,245 | ||
Investment in subsidiaries | 530,830 | 850,099 | ||
Total assets | 721,667 | 1,057,344 | ||
Current Liabilities: | ||||
Accounts payable and accrued expenses | 129 | 217 | ||
Dividends payable | 4,958 | 4,823 | ||
Total current liabilities | 5,087 | 5,040 | ||
Total liabilities | 5,087 | 5,040 | ||
Stockholders’ Equity: | ||||
Preferred stock | 0 | 0 | ||
Common stock | 823 | 818 | ||
Additional paid-in capital | 1,185,116 | 1,169,383 | ||
Retained (deficit) earnings | (279,956) | 67,854 | ||
Treasury stock, at cost | (180,912) | (178,215) | ||
Accumulated other comprehensive loss | (19,854) | (15,020) | ||
Total U.S. Silica Holdings, Inc. stockholders’ equity | 705,217 | 1,044,820 | ||
Non-controlling interest | 11,363 | 7,484 | ||
Total stockholders' equity | 716,580 | 1,052,304 | $ 1,396,506 | $ 1,273,290 |
Total liabilities and stockholders’ equity | $ 721,667 | $ 1,057,344 |
Parent Company Financials - C_2
Parent Company Financials - Condensed Statements of Operations and Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Condensed Income Statements, Captions [Line Items] | |||||||||||
Total sales | $ 1,474,477 | $ 1,577,298 | $ 1,240,851 | ||||||||
Operating expenses: | |||||||||||
Selling, general and administrative | $ 37,325 | $ 40,208 | $ 38,659 | $ 34,656 | $ 32,168 | $ 37,980 | $ 42,232 | $ 34,591 | 150,848 | 146,971 | 107,056 |
Total operating expenses | 443,861 | 87,464 | 83,558 | 79,256 | 344,410 | 75,130 | 94,979 | 63,183 | 694,139 | 577,702 | 204,289 |
Operating (loss) income | (362,764) | (9,283) | 17,136 | 1,956 | (274,068) | 25,706 | 39,609 | 45,220 | (352,955) | (163,533) | 169,742 |
Other income (expense) | |||||||||||
Total other expense | (22,553) | (21,453) | (8,691) | (23,256) | (19,945) | (20,937) | (19,133) | (6,405) | (75,953) | (66,420) | (33,216) |
Income tax benefit | 91,892 | 7,671 | (2,384) | 1,972 | 37,938 | 1,547 | (2,832) | (7,521) | 99,151 | 29,132 | 8,680 |
Net (loss) income | (293,425) | (23,065) | 6,061 | (19,328) | (256,075) | 6,316 | 17,644 | 31,294 | (329,757) | (200,821) | 145,206 |
Less: Net loss attributable to non-controlling interest | (554) | (28) | (89) | (4) | (13) | 0 | 0 | 0 | (675) | (13) | 0 |
Net (loss) income attributable to U.S. Silica Holdings, Inc. | $ (292,871) | $ (23,037) | $ 6,150 | $ (19,324) | $ (256,062) | $ 6,316 | $ 17,644 | $ 31,294 | (329,082) | (200,808) | 145,206 |
Other comprehensive (loss) income | |||||||||||
Unrealized loss on derivatives | (1,432) | (1,545) | (44) | ||||||||
Foreign currency translation adjustment (net of tax of $(60), $(196), and $2 for 2019, 2018 and 2017, respectively) | (188) | (614) | (6) | ||||||||
Pension and other post-retirement benefits liability adjustment (net of tax of $(1,024), $339, and $1,205 for 2019, 2018 and 2017, respectively) | (3,214) | 1,065 | 2,000 | ||||||||
Comprehensive (loss) income | (334,591) | (201,915) | 147,156 | ||||||||
Less: Comprehensive loss attributable to non-controlling interest | (675) | (13) | 0 | ||||||||
Comprehensive (loss) income attributable to U.S. Silica Holdings, Inc. | (333,916) | (201,902) | 147,156 | ||||||||
Tax expense (benefit) on unrealized gain (loss) on derivatives | (456) | (470) | (27) | ||||||||
Tax expense (benefit) on foreign currency translation adjustment | (60) | (196) | 2 | ||||||||
Tax (expense) benefit on pension and other post-retirement benefits liability adjustment | (1,024) | 339 | 1,205 | ||||||||
Parent Company | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Total sales | 0 | 0 | 0 | ||||||||
Cost of sales | 0 | 0 | 0 | ||||||||
Operating expenses: | |||||||||||
Selling, general and administrative | 253 | 254 | 252 | ||||||||
Total operating expenses | 253 | 254 | 252 | ||||||||
Operating (loss) income | (253) | (254) | (252) | ||||||||
Other income (expense) | |||||||||||
Interest income | 1,440 | 2,784 | 3,854 | ||||||||
Total other expense | 1,440 | 2,784 | 3,854 | ||||||||
Income before income taxes and equity in net earnings of subsidiaries | 1,187 | 2,530 | 3,602 | ||||||||
Income tax benefit | (327) | (696) | (1,453) | ||||||||
Income before equity in net earnings of subsidiaries | 860 | 1,834 | 2,149 | ||||||||
Equity in earnings of subsidiaries, net of tax | (330,617) | (202,655) | 143,057 | ||||||||
Net (loss) income | (329,757) | (200,821) | 145,206 | ||||||||
Less: Net loss attributable to non-controlling interest | (675) | (13) | 0 | ||||||||
Net (loss) income attributable to U.S. Silica Holdings, Inc. | (329,082) | (200,808) | 145,206 | ||||||||
Other comprehensive (loss) income | |||||||||||
Unrealized loss on derivatives | (1,432) | (1,545) | (44) | ||||||||
Foreign currency translation adjustment (net of tax of $(60), $(196), and $2 for 2019, 2018 and 2017, respectively) | (188) | (614) | (6) | ||||||||
Pension and other post-retirement benefits liability adjustment (net of tax of $(1,024), $339, and $1,205 for 2019, 2018 and 2017, respectively) | (3,214) | 1,065 | 2,000 | ||||||||
Comprehensive (loss) income | (334,591) | (201,915) | 147,156 | ||||||||
Less: Comprehensive loss attributable to non-controlling interest | (675) | (13) | 0 | ||||||||
Comprehensive (loss) income attributable to U.S. Silica Holdings, Inc. | (333,916) | (201,902) | 147,156 | ||||||||
Tax expense (benefit) on unrealized gain (loss) on derivatives | (456) | (470) | (27) | ||||||||
Tax expense (benefit) on foreign currency translation adjustment | (60) | (196) | 2 | ||||||||
Tax (expense) benefit on pension and other post-retirement benefits liability adjustment | $ (1,024) | $ 339 | $ 1,205 |
Parent Company Financials - C_3
Parent Company Financials - Condensed Statements of Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | $ 1,052,304 | $ 1,396,506 | $ 1,052,304 | $ 1,396,506 | $ 1,273,290 | ||||||
Net (loss) income | $ (293,425) | $ (23,065) | $ 6,061 | $ (19,328) | $ (256,075) | $ 6,316 | $ 17,644 | $ 31,294 | (329,757) | (200,821) | 145,206 |
Unrealized loss on derivatives | (1,432) | (1,545) | (44) | ||||||||
Foreign currency translation adjustment | (188) | (614) | (6) | ||||||||
Pension and post-retirement liability | (3,214) | 1,065 | 2,000 | ||||||||
Cash dividend declared ($0.25 per share for 2019, 2018 and 2017, respectively) | (18,728) | (19,330) | (20,387) | ||||||||
Contributions from non-controlling interest | 4,554 | 7,497 | |||||||||
Equity-based compensation | 15,906 | 22,337 | 25,050 | ||||||||
Proceeds from options exercised | 128 | 61 | 798 | ||||||||
Issuance of restricted stock | 0 | ||||||||||
Shares withheld for tax payments related to vested restricted stock and stock units | (2,993) | (4,383) | (4,379) | ||||||||
Repurchase of common stock | (148,469) | (25,022) | |||||||||
Ending Balance | 705,217 | 1,044,820 | 705,217 | 1,044,820 | |||||||
Ending Balance | $ 716,580 | $ 1,052,304 | $ 716,580 | $ 1,052,304 | $ 1,396,506 | ||||||
Dividends declared per share (in dollars per share) | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.25 | $ 0.25 | $ 0.25 |
Total U.S. Silica Holdings Inc., Stockholders’ Equity | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | $ 1,044,820 | $ 1,396,506 | $ 1,044,820 | $ 1,396,506 | $ 1,273,290 | ||||||
Net (loss) income | (329,082) | (200,808) | 145,206 | ||||||||
Unrealized loss on derivatives | (1,432) | (1,545) | (44) | ||||||||
Foreign currency translation adjustment | (188) | (614) | (6) | ||||||||
Pension and post-retirement liability | (3,214) | 1,065 | 2,000 | ||||||||
Cash dividend declared ($0.25 per share for 2019, 2018 and 2017, respectively) | (18,728) | (19,330) | (20,387) | ||||||||
Equity-based compensation | 15,906 | 22,337 | 25,050 | ||||||||
Proceeds from options exercised | 128 | 61 | 798 | ||||||||
Shares withheld for tax payments related to vested restricted stock and stock units | (2,993) | (4,383) | (4,379) | ||||||||
Repurchase of common stock | (148,469) | (25,022) | |||||||||
Ending Balance | $ 705,217 | $ 1,044,820 | 705,217 | 1,044,820 | 1,396,506 | ||||||
Common Stock | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | 818 | 812 | 818 | 812 | 811 | ||||||
Shares withheld for tax payments related to vested restricted stock and stock units | 5 | 6 | 1 | ||||||||
Ending Balance | 823 | 818 | 823 | 818 | 812 | ||||||
Treasury Stock | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | (178,215) | (25,456) | (178,215) | (25,456) | (3,869) | ||||||
Proceeds from options exercised | 296 | 93 | 1,190 | ||||||||
Issuance of restricted stock | 1,859 | ||||||||||
Shares withheld for tax payments related to vested restricted stock and stock units | (2,993) | (4,383) | 386 | ||||||||
Repurchase of common stock | (148,469) | (25,022) | |||||||||
Ending Balance | (180,912) | (178,215) | (180,912) | (178,215) | (25,456) | ||||||
Additional Paid-In Capital | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | 1,169,383 | 1,147,084 | 1,169,383 | 1,147,084 | 1,129,051 | ||||||
Equity-based compensation | 15,906 | 22,337 | 25,050 | ||||||||
Proceeds from options exercised | (168) | (32) | (392) | ||||||||
Issuance of restricted stock | (1,859) | ||||||||||
Shares withheld for tax payments related to vested restricted stock and stock units | (5) | (6) | (4,766) | ||||||||
Ending Balance | 1,185,116 | 1,169,383 | 1,185,116 | 1,169,383 | 1,147,084 | ||||||
Retained Earnings | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | 67,854 | 287,992 | 67,854 | 287,992 | 163,173 | ||||||
Net (loss) income | (329,082) | (200,808) | 145,206 | ||||||||
Cash dividend declared ($0.25 per share for 2019, 2018 and 2017, respectively) | (18,728) | (19,330) | (20,387) | ||||||||
Ending Balance | (279,956) | 67,854 | (279,956) | 67,854 | 287,992 | ||||||
Accumulated Other Comprehensive Loss | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | (15,020) | (13,926) | (15,020) | (13,926) | (15,876) | ||||||
Unrealized loss on derivatives | (1,432) | (1,545) | (44) | ||||||||
Foreign currency translation adjustment | (188) | (614) | (6) | ||||||||
Pension and post-retirement liability | (3,214) | 1,065 | 2,000 | ||||||||
Ending Balance | (19,854) | (15,020) | (19,854) | (15,020) | |||||||
Ending Balance | (19,854) | (15,020) | (19,854) | (15,020) | (13,926) | ||||||
Non-controlling Interest | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | 7,484 | 0 | 7,484 | 0 | 0 | ||||||
Net (loss) income | (675) | (13) | |||||||||
Contributions from non-controlling interest | 4,554 | 7,497 | |||||||||
Ending Balance | 11,363 | 7,484 | 11,363 | 7,484 | 0 | ||||||
Parent Company | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | 1,052,304 | 1,396,506 | 1,052,304 | 1,396,506 | 1,273,290 | ||||||
Net (loss) income | (329,757) | (200,821) | 145,206 | ||||||||
Unrealized loss on derivatives | (1,432) | (1,545) | (44) | ||||||||
Foreign currency translation adjustment | (188) | (614) | (6) | ||||||||
Pension and post-retirement liability | (3,214) | 1,065 | 2,000 | ||||||||
Cash dividend declared ($0.25 per share for 2019, 2018 and 2017, respectively) | (18,728) | (19,330) | (20,387) | ||||||||
Contributions from non-controlling interest | 4,554 | 7,497 | |||||||||
Equity-based compensation | 15,906 | 22,337 | 25,050 | ||||||||
Proceeds from options exercised | 128 | 61 | 798 | ||||||||
Shares withheld for tax payments related to vested restricted stock and stock units | (2,993) | (4,383) | (4,379) | ||||||||
Repurchase of common stock | (148,469) | (25,022) | |||||||||
Ending Balance | 705,217 | 1,044,820 | 705,217 | 1,044,820 | |||||||
Ending Balance | 716,580 | 1,052,304 | $ 716,580 | $ 1,052,304 | $ 1,396,506 | ||||||
Dividends declared per share (in dollars per share) | $ 0.25 | $ 0.25 | $ 0.25 | ||||||||
Parent Company | Total U.S. Silica Holdings Inc., Stockholders’ Equity | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | 1,044,820 | 1,396,506 | $ 1,044,820 | $ 1,396,506 | $ 1,273,290 | ||||||
Net (loss) income | (329,082) | (200,808) | 145,206 | ||||||||
Unrealized loss on derivatives | (1,432) | (1,545) | (44) | ||||||||
Foreign currency translation adjustment | (188) | (614) | (6) | ||||||||
Pension and post-retirement liability | (3,214) | 1,065 | 2,000 | ||||||||
Cash dividend declared ($0.25 per share for 2019, 2018 and 2017, respectively) | (18,728) | (19,330) | (20,387) | ||||||||
Equity-based compensation | 15,906 | 22,337 | 25,050 | ||||||||
Proceeds from options exercised | 128 | 61 | 798 | ||||||||
Shares withheld for tax payments related to vested restricted stock and stock units | (2,993) | (4,383) | (4,379) | ||||||||
Repurchase of common stock | (148,469) | (25,022) | |||||||||
Ending Balance | 705,217 | 1,044,820 | 705,217 | 1,044,820 | 1,396,506 | ||||||
Parent Company | Common Stock | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | 818 | 812 | 818 | 812 | 811 | ||||||
Shares withheld for tax payments related to vested restricted stock and stock units | 5 | 6 | 1 | ||||||||
Ending Balance | 823 | 818 | 823 | 818 | 812 | ||||||
Parent Company | Treasury Stock | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | (178,215) | (25,456) | (178,215) | (25,456) | (3,869) | ||||||
Proceeds from options exercised | 296 | 93 | 1,190 | ||||||||
Issuance of restricted stock | 1,859 | ||||||||||
Shares withheld for tax payments related to vested restricted stock and stock units | (2,993) | (4,383) | 386 | ||||||||
Repurchase of common stock | (148,469) | (25,022) | |||||||||
Ending Balance | (180,912) | (178,215) | (180,912) | (178,215) | (25,456) | ||||||
Parent Company | Additional Paid-In Capital | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | 1,169,383 | 1,147,084 | 1,169,383 | 1,147,084 | 1,129,051 | ||||||
Equity-based compensation | 15,906 | 22,337 | 25,050 | ||||||||
Proceeds from options exercised | (168) | (32) | (392) | ||||||||
Issuance of restricted stock | (1,859) | ||||||||||
Shares withheld for tax payments related to vested restricted stock and stock units | (5) | (6) | (4,766) | ||||||||
Ending Balance | 1,185,116 | 1,169,383 | 1,185,116 | 1,169,383 | 1,147,084 | ||||||
Parent Company | Retained Earnings | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | 67,854 | 287,992 | 67,854 | 287,992 | 163,173 | ||||||
Net (loss) income | (329,082) | (200,808) | 145,206 | ||||||||
Cash dividend declared ($0.25 per share for 2019, 2018 and 2017, respectively) | (18,728) | (19,330) | (20,387) | ||||||||
Ending Balance | (279,956) | 67,854 | (279,956) | 67,854 | 287,992 | ||||||
Parent Company | Accumulated Other Comprehensive Loss | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | (15,020) | (13,926) | (15,020) | (13,926) | (15,876) | ||||||
Unrealized loss on derivatives | (1,432) | (1,545) | (44) | ||||||||
Foreign currency translation adjustment | (188) | (614) | (6) | ||||||||
Pension and post-retirement liability | (3,214) | 1,065 | 2,000 | ||||||||
Ending Balance | (19,854) | (15,020) | (19,854) | (15,020) | (13,926) | ||||||
Parent Company | Non-controlling Interest | |||||||||||
Condensed Stockholders' Equity Statement [Line Items] | |||||||||||
Beginning Balance | $ 7,484 | $ 0 | 7,484 | 0 | 0 | ||||||
Net (loss) income | (675) | (13) | 0 | ||||||||
Contributions from non-controlling interest | 4,554 | 7,497 | |||||||||
Ending Balance | $ 11,363 | $ 7,484 | $ 11,363 | $ 7,484 | $ 0 |
Parent Company Financials - C_4
Parent Company Financials - Condensed Statements of Cash Flows (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Condensed Cash Flow Statements, Captions [Line Items] | |||||||||||
Net (loss) income | $ (293,425,000) | $ (23,065,000) | $ 6,061,000 | $ (19,328,000) | $ (256,075,000) | $ 6,316,000 | $ 17,644,000 | $ 31,294,000 | $ (329,757,000) | $ (200,821,000) | $ 145,206,000 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||||||||||
Accounts payable and accrued expenses | 21,024,000 | 26,907,000 | 43,654,000 | ||||||||
Net cash provided by operating activities | 144,046,000 | 310,706,000 | 222,013,000 | ||||||||
Investing activities: | |||||||||||
Net cash used in investing activities | (120,393,000) | (1,066,879,000) | (491,529,000) | ||||||||
Financing activities: | |||||||||||
Repurchase of common stock | 0 | (148,469,000) | (25,022,000) | ||||||||
Proceeds from options exercised | 128,000 | 61,000 | 798,000 | ||||||||
Tax payments related to shares withheld for vested restricted stock and stock units | (2,993,000) | (4,383,000) | (4,379,000) | ||||||||
Contributions from non-controlling interest | 4,554,000 | 7,497,000 | 0 | ||||||||
Net cash (used in) provided by financing activities | (40,411,000) | 574,104,000 | (57,142,000) | ||||||||
Net decrease in cash and cash equivalents | (16,758,000) | (182,069,000) | (326,658,000) | ||||||||
Cash and cash equivalents, beginning of period | 202,498,000 | 384,567,000 | 202,498,000 | 384,567,000 | 711,225,000 | ||||||
Cash and cash equivalents, end of period | 185,740,000 | 202,498,000 | 185,740,000 | 202,498,000 | 384,567,000 | ||||||
Cash (received) paid during the period for: | |||||||||||
Interest | (87,286,000) | (66,769,000) | (24,490,000) | ||||||||
Cash dividends paid to the parent by its consolidated entities | 0 | 0 | 0 | ||||||||
Parent Company | |||||||||||
Condensed Cash Flow Statements, Captions [Line Items] | |||||||||||
Net (loss) income | (329,757,000) | (200,821,000) | 145,206,000 | ||||||||
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||||||||||
Undistributed loss (income) from equity method investment, net | 330,617,000 | 202,655,000 | (143,057,000) | ||||||||
Accounts payable and accrued expenses | (88,000) | (295,000) | 48,000 | ||||||||
Net cash provided by operating activities | 772,000 | 1,539,000 | 2,197,000 | ||||||||
Investing activities: | |||||||||||
Investment in subsidiary | 0 | 0 | (143,654,000) | ||||||||
Net cash used in investing activities | 0 | 0 | (143,654,000) | ||||||||
Financing activities: | |||||||||||
Dividends paid | (18,592,000) | (19,912,000) | (20,377,000) | ||||||||
Repurchase of common stock | 0 | (148,469,000) | (25,022,000) | ||||||||
Proceeds from options exercised | 128,000 | 61,000 | 798,000 | ||||||||
Tax payments related to shares withheld for vested restricted stock and stock units | (2,993,000) | (4,383,000) | (4,379,000) | ||||||||
Contributions from non-controlling interest | 4,554,000 | 7,497,000 | 0 | ||||||||
Net financing activities with subsidiaries | (39,171,000) | 40,171,000 | (113,294,000) | ||||||||
Net cash (used in) provided by financing activities | (56,074,000) | (125,035,000) | (162,274,000) | ||||||||
Net decrease in cash and cash equivalents | (55,302,000) | (123,496,000) | (303,731,000) | ||||||||
Cash and cash equivalents, beginning of period | $ 107,151,000 | $ 230,647,000 | 107,151,000 | 230,647,000 | 534,378,000 | ||||||
Cash and cash equivalents, end of period | $ 51,849,000 | $ 107,151,000 | 51,849,000 | 107,151,000 | 230,647,000 | ||||||
Cash (received) paid during the period for: | |||||||||||
Interest | $ (1,440,000) | $ (2,784,000) | $ (3,853,000) |
Impairments (Details)
Impairments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure Text Block Supplement [Abstract] | |||||||||||
Inventories, net | $ 4,100 | $ 3,316 | |||||||||
Property, plant and mine development, net | 243,064 | 109,938 | |||||||||
Operating lease right-of-use assets | $ 115,400 | 115,443 | 0 | ||||||||
Goodwill | 0 | 164,167 | |||||||||
Intangible assets, net | 1,240 | 4,478 | |||||||||
Total | $ 363,717 | $ 130 | $ 0 | $ 0 | $ 265,715 | $ 0 | $ 16,184 | $ 0 | $ 363,847 | $ 281,899 | $ 0 |
Impairments - Additional Inform
Impairments - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Impairment of property, plant and equipment | $ 243,064 | $ 109,938 | ||
Impairment recognized on operating lease right-of-use assets | $ 115,400 | 115,443 | 0 | |
Goodwill impairment | 0 | $ 164,167 | ||
Oil & Gas Sand | ||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Goodwill impairment | $ 164,200 | |||
Oil & Gas Sand | Customer relationships | ||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Impairment of finite-lived intangibles | $ 1,200 | |||
Oil & Gas Sand | Trade names | ||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Impairment of indefinite-lived intangibles | $ 4,500 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 10, 2020 | Jan. 03, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Subsequent Event | |||||||||||||
Cash dividend paid | $ 18,728 | $ 19,330 | $ 20,387 | ||||||||||
Cash dividend declared (in dollars per share) | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.25 | $ 0.25 | $ 0.25 | ||
Subsequent Event | |||||||||||||
Subsequent Event | |||||||||||||
Cash dividend paid | $ 4,600 | ||||||||||||
Cash dividend paid (in dollars per share) | $ 0.0625 | ||||||||||||
Cash dividend declared (in dollars per share) | $ 0.02 |