Document and Equity Information
Document and Equity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | Apr. 27, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | CONSOL Energy Inc. | |
Entity Central Index Key | 1,710,366 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 28,029,450 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenue and Other Income: | ||
Coal Revenue | $ 351,009 | $ 316,448 |
Terminal Revenue | 15,221 | 12,886 |
Freight Revenue | 17,887 | 12,282 |
Miscellaneous Other Income | 25,887 | 22,650 |
Gain on Sale of Assets | 254 | 7,955 |
Total Revenue and Other Income | 410,258 | 372,221 |
Costs and Expenses: | ||
Operating and Other Costs | 229,802 | 229,994 |
Depreciation, Depletion and Amortization | 49,471 | 52,993 |
Freight Expense | 17,887 | 12,282 |
Selling, General and Administrative Costs | 13,484 | 17,079 |
Loss on Debt Extinguishment | 1,426 | 0 |
Interest Expense, net | 21,045 | 4,022 |
Total Costs and Expenses | 333,115 | 316,370 |
Earnings Before Income Tax | 77,143 | 55,851 |
Income Tax Expense | 6,185 | 9,406 |
Net Income | 70,958 | 46,445 |
Less: Net Income Attributable to Noncontrolling Interest | (8,550) | (5,464) |
Net Income Attributable to CONSOL Energy Inc. Shareholders | $ 62,408 | $ 40,981 |
Earnings per Share: | ||
Total Basic Earnings per Share | $ 2.23 | $ 1.47 |
Total Dilutive Earnings per Share | $ 2.20 | $ 1.47 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | ||
Net Income (Loss) | $ 70,958 | $ 46,445 |
Other Comprehensive Income: | ||
Actuarially Determined Long-Term Liability Adjustments (Net of tax: ($1,281), ($1,967)) | 3,997 | 3,414 |
Other Comprehensive Income | 3,997 | 3,414 |
Comprehensive Income | 74,955 | 49,859 |
Less: Comprehensive Income Attributable to Noncontrolling Interest | 8,548 | 5,452 |
Comprehensive Income Attributable to CONSOL Energy Inc. Shareholders | $ 66,407 | $ 44,407 |
CONSOLIDATED STATEMENTS OF COM4
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - Parenthetical - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | ||
Actuarially Determined Long-Term Liability Adjustments, Tax | $ 1,281 | $ 1,967 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and Cash Equivalents | $ 191,719 | $ 153,979 |
Accounts and Notes Receivable | ||
Trade | 127,348 | 131,545 |
Other Receivables | 32,359 | 36,552 |
Inventories | 60,766 | 53,420 |
Prepaid Expenses | 24,855 | 23,744 |
Total Current Assets | 437,047 | 399,240 |
Property, Plant and Equipment: | ||
Property, Plant and Equipment | 4,722,123 | 4,676,353 |
Less—Accumulated Depreciation, Depletion and Amortization | 2,599,775 | 2,554,056 |
Total Property, Plant and Equipment—Net | 2,122,348 | 2,122,297 |
Other Assets: | ||
Deferred Income Taxes | 67,538 | 75,065 |
Other | 102,183 | 110,497 |
Total Other Assets | 169,721 | 185,562 |
TOTAL ASSETS | 2,729,116 | 2,707,099 |
Current Liabilities: | ||
Accounts Payable | 84,691 | 109,100 |
Current Portion of Long-Term Debt | 18,386 | 22,482 |
Other Accrued Liabilities | 285,132 | 290,627 |
Total Current Liabilities | 388,209 | 422,209 |
Long-Term Debt: | ||
Long-Term Debt | 843,523 | 856,650 |
Capital Lease Obligations | 22,814 | 8,639 |
Total Long-Term Debt | 866,337 | 865,289 |
Deferred Credits and Other Liabilities: | ||
Postretirement Benefits Other Than Pensions | 549,244 | 554,099 |
Pneumoconiosis Benefits | 150,541 | 149,868 |
Asset Retirement Obligations | 231,783 | 228,343 |
Workers’ Compensation | 66,280 | 66,648 |
Salary Retirement | 48,361 | 52,960 |
Other | 19,173 | 24,042 |
Total Deferred Credits and Other Liabilities | 1,065,382 | 1,075,960 |
TOTAL LIABILITIES | 2,319,928 | 2,363,458 |
Stockholders' Equity: | ||
Common Stock, $0.01 Par Value; 62,500,000 Shares Authorized, 28,024,321 Issued and Outstanding at March 31, 2018; 27,973,281 Issued and Outstanding at December 31, 2017 | 280 | 280 |
Capital in Excess of Par Value | 549,929 | 552,793 |
Retained Earnings (Deficit) | 103,007 | (43,713) |
Accumulated Other Comprehensive Loss | (385,830) | (305,100) |
Total CONSOL Energy Inc. Stockholders' Equity | 267,386 | 204,260 |
Noncontrolling Interest | 141,802 | 139,381 |
TOTAL EQUITY | 409,188 | 343,641 |
TOTAL LIABILITIES AND EQUITY | $ 2,729,116 | $ 2,707,099 |
CONSOLIDATED BALANCE SHEETS - P
CONSOLIDATED BALANCE SHEETS - Parenthetical - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock shares authorized (in shares) | 62,500,000 | 62,500,000 |
Common stock shares issued (in shares) | 28,024,321 | 27,973,281 |
Common stock shares outstanding (in shares) | 28,024,321 | 27,973,281 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - 3 months ended Mar. 31, 2018 - USD ($) $ in Thousands | Total | Common Stock | Capital in Excess of Par Value | Retained Earnings (Deficit) | Accumulated Other Comprehensive (Loss) Income | Common Stock in Treasury | Total CONSOL Energy Inc. Stockholders' Equity | Noncontrolling Interest |
Beginning balance at Dec. 31, 2017 | $ 343,641 | $ 280 | $ 552,793 | $ (43,713) | $ (305,100) | $ 0 | $ 204,260 | $ 139,381 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net Income | 70,958 | 62,408 | 62,408 | 8,550 | ||||
Actuarially Determined Long-Term Liability Adjustments (Net of $1,281 Tax) | 3,997 | 3,999 | 3,999 | (2) | ||||
Comprehensive Income | 74,955 | 62,408 | 3,999 | 66,407 | 8,548 | |||
Reclassification of Stranded Tax Effect of Change in Tax Law | 0 | 84,729 | (84,729) | |||||
Separation Adjustments | (1,595) | (1,595) | (1,595) | |||||
Issuance of Common Stock | 0 | 1 | (1) | |||||
Retirement of Common Stock (44,000 shares) | (1,285) | (1) | (867) | (417) | (1,285) | |||
Amortization of Stock-Based Compensation Awards | 1,847 | 1,488 | 1,488 | 359 | ||||
Units/Shares Withheld for Taxes | (2,788) | (1,889) | (1,889) | (899) | ||||
Distributions to Noncontrolling Interest | (5,587) | (5,587) | ||||||
Ending balance at Mar. 31, 2018 | $ 409,188 | $ 280 | $ 549,929 | $ 103,007 | $ (385,830) | $ 0 | $ 267,386 | $ 141,802 |
COMBINED STATEMENTS OF EQUITY -
COMBINED STATEMENTS OF EQUITY - Parenthetical - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Statement of Stockholders' Equity [Abstract] | ||
Actuarially Determined Long-Term Liability Adjustments, Tax | $ 1,281 | $ 1,967 |
Retirement of common stock (in shares) | 44,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash Flows from Operating Activities: | ||
Net Income (Loss) | $ 70,958 | $ 46,445 |
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: | ||
Depreciation, Depletion and Amortization | 49,471 | 52,993 |
Gain on Sale of Assets | (254) | (7,955) |
Stock/Unit Based Compensation | 1,847 | 3,760 |
Deferred Income Taxes | 7,527 | (5,938) |
Changes in Operating Assets: | ||
Accounts and Notes Receivable | 8,390 | (34,007) |
Inventories | (7,346) | (4,906) |
Prepaid Expenses | (1,185) | 1,063 |
Changes in Other Assets | 8,314 | 7,795 |
Changes in Operating Liabilities: | ||
Accounts Payable | (11,267) | (17,508) |
Other Operating Liabilities | (6,213) | 14,346 |
Changes in Other Liabilities | (7,376) | (5,680) |
Other | 2,867 | (1,871) |
Net Cash Provided by Operating Activities | 115,733 | 48,537 |
Cash Flows from Investing Activities: | ||
Capital Expenditures | (21,956) | (9,021) |
Proceeds from Sales of Assets | 393 | 9,709 |
Net Cash (Used in) Provided by Investing Activities | (21,563) | 688 |
Cash Flows from Financing Activities: | ||
Payments on Capitalized Lease Obligations | (1,366) | 0 |
Net Payments on Revolver - MLP | 0 | (4,000) |
Repurchases of Common Stock | (1,285) | 0 |
Spin Distribution to CNX Resources | (18,234) | 0 |
Distributions to Noncontrolling Interest | (5,587) | (5,467) |
Other Parent Net Distributions | 0 | (45,624) |
Shares/Units Withheld for Taxes | (2,788) | (807) |
Debt-Related Financing Fees | (1,170) | 0 |
Net Cash Used in Financing Activities | (56,430) | (55,898) |
Net Increase (Decrease) in Cash | 37,740 | (6,673) |
Cash at Beginning of Period | 153,979 | 13,311 |
Cash at End of Period | 191,719 | 6,638 |
Non-Cash Investing and Financing Activities: | ||
Capital Lease | 22,631 | 0 |
Term Loan A | ||
Cash Flows from Financing Activities: | ||
Payments of loans | (15,000) | 0 |
Term Loan B | ||
Cash Flows from Financing Activities: | ||
Payments of loans | (1,000) | 0 |
Senior Secured Second Lien Notes due 2025 | ||
Cash Flows from Financing Activities: | ||
Payments of loans | $ (10,000) | $ 0 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION: Unless otherwise indicated or except where the context otherwise requires, references to “we,” “our,” “us,” “our Company,” “the Company” and “CONSOL Energy” refer to CONSOL Energy Inc. and its subsidiaries on or after November 28, 2017 and to CONSOL Mining Corporation and its subsidiaries prior to November 28, 2017, except to the extent of any discussion of the financial condition, results of operations, cash flows, and other business activities of the Company on or prior to November 28, 2017 that relate specifically to the Coal Business, in which case such references shall be to the Predecessor. Basis of Presentation The accompanying Unaudited Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States (“GAAP”) for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2018 are not necessarily indicative of the results that may be expected for future periods. The Consolidated Balance Sheet at December 31, 2017 has been derived from the Audited Consolidated Financial Statements at that date but does not include all disclosures required by GAAP. This Form 10-Q report should be read in conjunction with CONSOL Energy Inc.'s Annual Report on Form 10-K for the year ended December 31, 2017 , which includes all disclosures required by GAAP. Basis of Consolidation The Unaudited Consolidated Financial Statements include the accounts of CONSOL Energy Inc., and its wholly owned and majority-owned and/or controlled subsidiaries. The portion of these entities that is not owned by the Company is presented as non-controlling interest. All significant intercompany transactions and accounts between subsidiaries within the Company have been eliminated in consolidation. Prior to the separation and distribution, CONSOL Energy did not operate as a separate, standalone entity. The Company's operations were included in ParentCo's financial results. Accordingly, for all periods prior to the separation and distribution, the accompanying Unaudited Consolidated Financial Statements were prepared from ParentCo's historical accounting records and were presented on a standalone basis as if the Company's operations had been conducted independently from ParentCo. Such Unaudited Consolidated Financial Statements include the historical operations that were considered to comprise the Company's businesses, as well as certain assets and liabilities that were historically held at ParentCo's corporate level but were specifically identifiable or otherwise attributable to the Company. ParentCo's net investment in these operations is reflected as Parent Net Investment in the accompanying Unaudited Consolidated Financial Statements. All significant intercompany transactions between ParentCo and the Company were included within Parent Net Investment in the accompanying Unaudited Consolidated Financial Statements. Cost Allocations The description and information on cost allocations is applicable for all periods included in the Unaudited Consolidated Financial Statements prior to the separation and distribution. Prior to the completion of the separation and distribution, the Company utilized centralized functions of ParentCo to support its operations, and in return, ParentCo allocated certain of its expenses to the Company. Such expenses represent costs related, but not limited, to treasury, legal, accounting, insurance, information technology, payroll administration, human resources, incentive plans and other services. These costs, together with an allocation of ParentCo overhead costs, are included within the Selling, General and Administrative Costs caption of the Unaudited Consolidated Statements of Income. Where it was possible to specifically attribute such expenses to activities of the Company, amounts have been charged or credited directly to the Company without allocation or apportionment. Allocation of all other such expenses was based on a reasonable reflection of the utilization of service provided or benefits received by the Company during the periods presented on a consistent basis, such as a percentage of total revenue and a percentage of total projected capital expenditures. The Company's management supports the methods used in allocating expenses and believes these methods to be reasonable estimates. Nevertheless, the Unaudited Consolidated Financial Statements of CONSOL Energy Inc. may not reflect the actual expenses that would have been incurred and may not reflect CONSOL Energy Inc.'s consolidated results of operations, financial position and cash flows had it been a standalone company during the periods prior to the separation and distribution. Actual costs that would have been incurred if CONSOL Energy Inc. had been a standalone company would depend on multiple factors, including organizational structure, capital structure, and strategic decisions made in various areas, including information technology and infrastructure. Transactions between CONSOL Energy Inc. and ParentCo were included as related party transactions in the Unaudited Consolidated Financial Statements and were considered to be effectively settled for cash at the time the transaction was recorded. The total net effect of the settlement of these transactions is reflected in the accompanying Unaudited Consolidated Statements of Cash Flows as a financing activity and in the Unaudited Consolidated Balance Sheets as Parent Net Investment. Long-term employee obligations, comprised of pensions, OPEB, CWP and workers' compensation, have been allocated to CONSOL Energy Inc. on the basis of the underlying employees comprising those plans. All external debt not directly attributable to the ParentCo Coal Business has been excluded from the Unaudited Consolidated Balance Sheets of CONSOL Energy Inc. Recent Accounting Pronouncements In February 2018, the Financial Accounting Standards Board (“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, which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the newly enacted federal corporate income tax rate under the Tax Cuts and Jobs Act. The amount of the reclassification would be the difference between the historical corporate income tax rate and the newly enacted 21% corporate income tax rate. The ASU is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, and should be applied prospectively to an award modified on or after the adoption date. Early adoption is permitted. CONSOL Energy adopted the new guidance during the three months ended March 31, 2018 and elected to make the reclassification. As a result, retained earnings increased $ 84,727 with a corresponding decrease to accumulated other comprehensive income. In January 2018, the FASB issued ASU 2018-01 - Leases (Topic 842): Land Easement Practical Expedient for Transition to Topic 842. This Update, if elected, would not require an entity to reassess the accounting treatment of existing land easements not currently accounted for as a lease under Topic 840. Once an entity adopts Topic 842, it should apply that Topic prospectively to all new (or modified) land easements to determine whether the arrangement should be accounted for as a lease. For public business entities, the amendments in this update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application of the amendments in this update is permitted for all entities. Management is currently evaluating the impact this guidance may have on the Company’s financial statements. In November 2016, the FASB issued ASU 2016-18 - Statement of Cash Flows (Topic 230) - Restricted Cash, which addressed the diversity that exists in the classification and presentation of changes in restricted cash and restricted cash equivalents on the statement of cash flows. The amendments in this Update require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendments in the Update are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. This guidance was adopted during the three months ended March 31, 2018 , and there was no material impact on the Company's consolidated financial statements. In February 2016, the FASB issued ASU 2016-02 - Leases (Topic 842), which increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Update 2016-02 does retain a distinction between finance leases and operating leases, which is substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the previous lease guidance. Retaining this distinction allows the recognition, measurement and presentation of expenses and cash flows arising from a lease to not significantly change from previous GAAP. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities, but to recognize lease expense on a straight-line basis over the lease term. For both financing and operating leases, the right-to-use asset and lease liability will be initially measured at the present value of the lease payments in the statement of financial position. The accounting applied by a lessor is largely unchanged from that applied under previous GAAP. For public business entities, the amendments in this Update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. Management is currently evaluating the impact this guidance may have on the Company’s financial statements. Separation Transaction In December 2016, CNX announced its intent to separate into two independent, publicly-traded companies - an independently traded coal company and an independently traded oil and natural gas exploration and production company focused on Appalachian area natural gas and liquids activities, including production, gathering, processing and acquisition of natural gas properties in the Appalachian Basin. In anticipation of the separation, CONSOL Energy was originally formed as CONSOL Mining Corporation in Delaware on June 21, 2017 to hold all of ParentCo’s Coal Business, including its interest in the Pennsylvania Mining Complex, and certain related coal assets, including ParentCo’s ownership interest in CNX Coal Resources LP, which owns a 25% undivided interest stake in PAMC, the CONSOL Marine Terminal and undeveloped coal reserves (Greenfield Reserves) located in the Northern Appalachian, Central Appalachian and Illinois basins and certain related coal assets and liabilities (the Coal Business). The Registration Statement on Form 10 (as amended) filed by the Company with the SEC describes the Company and the assets and liabilities that comprise the Coal Business that it now owns after completion of the separation and distribution. The separation occurred on November 28, 2017, through the pro rata distribution by ParentCo of all of the outstanding common stock of CONSOL Mining Corporation to ParentCo’s shareholders. Following the separation and distribution, ParentCo continues to own the Gas Business. In connection with the separation, CONSOL Mining Corporation changed its name to CONSOL Energy Inc. and ParentCo changed its name to CNX Resources Corporation. In addition, CNX Coal Resources LP changed its name to CONSOL Coal Resources LP and its ticker to CCR. The separation was subject to a number of conditions, including, but not limited to: final approval by ParentCo’s Board of Directors; the continuing validity of the private letter ruling from the Internal Revenue Service regarding certain U.S. federal income tax matters relating to the transaction; receipt of an opinion of legal counsel regarding the qualification of the distribution, together with certain related transactions, as a transaction that is generally tax-free for U.S. federal income tax purposes; and the SEC declaring effective a Registration Statement on Form 10, as amended. The registration statement on Form 10 was declared effective on November 3, 2017. In connection with the separation and distribution, CONSOL Mining Corporation and ParentCo entered into a separation and distribution agreement on November 28, 2017 that identified the assets of the Coal Business that were transferred to CONSOL Mining Corporation, the liabilities that were assumed and the contracts that were transferred to each of CONSOL Mining Corporation and ParentCo as part of the separation into two companies. The agreement also implemented the legal and structural separation between the two companies. ParentCo and the Company also entered into additional ancillary agreements that govern the relationship between the two companies after the completion of the separation and distribution, and allocate between GasCo and the Company various assets, liabilities and obligations, including, among other things, employee benefits, environmental liabilities, intellectual property, and tax-related assets and liabilities. These additional agreements included a tax matters agreement, employee matters agreement, transition services agreement and certain agreements related to intellectual property. Earnings per Share Basic earnings per share are computed by dividing net income attributable to CONSOL Energy Shareholders by the weighted average shares outstanding during the reporting period. Dilutive earnings per share are computed similarly to basic earnings per share, except that the weighted average shares outstanding are increased to include additional shares from restricted stock units and performance share units, if dilutive. The number of additional shares is calculated by assuming that outstanding restricted stock units and performance share units were released, and that the proceeds from such activities were used to acquire shares of common stock at the average market price during the reporting period. The first quarter of 2018 represents CONSOL Energy's first full quarter as a publicly-traded company. The table below sets forth the share-based awards that have been excluded from the computation of diluted earnings per share because their effect would be anti-dilutive: For the Three Months Ended March 31, 2018 2017 Anti-Dilutive Restricted Stock Units — — Anti-Dilutive Performance Share Units 96,508 — 96,508 — The computations for basic and dilutive earnings per share are as follows: For the Three Months Ended Amounts in thousands, except per share data March 31, 2018 2017 Numerator: Net Income $ 70,958 $ 46,445 Less: Net Income Attributable to Noncontrolling Interest 8,550 5,464 Net Income Attributable to CONSOL Energy Shareholders $ 62,408 $ 40,981 Denominator: Weighted-average shares of common stock outstanding 28,029,146 27,967,509 Effect of dilutive shares 295,724 — Weighted-average diluted shares of common stock outstanding 28,324,870 27,967,509 Earnings per Share: Basic $ 2.23 $ 1.47 Dilutive $ 2.20 $ 1.47 In 2017 , the earnings per share included on the accompanying Unaudited Consolidated Statements of Income was calculated based on the 27,967,509 shares of CONSOL Energy common stock distributed in conjunction with the completion of the separation and distribution, and is considered pro forma in nature. Prior to November 28, 2017, CONSOL Energy did not have any issued or outstanding common stock. As of March 31, 2018 , CONSOL Energy had 500,000 shares of preferred stock, none of which were issued or outstanding. |
REVENUE
REVENUE | 3 Months Ended |
Mar. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE: The following table disaggregates CONSOL Energy's revenue by major source for the period ended March 31, 2018: Consolidated Coal Revenue $ 351,009 Terminal Revenue 15,221 Freight Revenue 17,887 Total Revenue from Contracts with Customers $ 384,117 ASU 2014-09 - Revenue from Contracts with Customers (Topic 606): On January 1, 2018, the Company adopted the new accounting standard ASC 606, Revenue from Contracts with Customers and all the related amendments (“new revenue standard”) for all contracts using the modified retrospective method. No cumulative adjustment to the opening balance of retained earnings was made as a result of initially applying the new revenue standard. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The Company does not expect the adoption of the new revenue standard to have a material impact to its net income on an ongoing basis. CONSOL Energy's revenue continues to be recognized when title passes to the customer. Coal Revenue Revenues are recognized when title passes to the customers and the price is fixed and determinable. Generally, title passes when coal is loaded at the central preparation facility and, on occasion, at terminal locations or other customer destinations. The Company's coal contract revenue per ton is fixed and determinable and adjusted for nominal quality adjustments. Some coal contracts also contain positive electric power price related adjustments in addition to a fixed base price per ton. None of the Company’s coal contracts allow for retroactive adjustments to pricing after title to the coal has passed. Some of the Company's contracts span multiple years and have annual pricing modifications, based upon market-driven or inflationary adjustments, where no additional value is exchanged. Also, the Company's contracts contain favorable electric power price related adjustments, which represent market-driven price adjustments, wherein there is no additional value being exchanged. Management believes that the invoice price is the most appropriate rate at which to recognize revenue. While CONSOL Energy does, from time to time, experience costs of obtaining coal customer contracts with amortization periods greater than one year, those costs are immaterial to the Company's net income. As of and for the three months ended March 31, 2018, the Company does not have any capitalized costs to obtain customer contracts on its balance sheet nor has the Company recognized any amortization of previously existing capitalized costs of obtaining customer contracts. Further, the Company has not recognized any revenue in the current period that is not a result of current period performance. Terminal Revenue Terminal revenues are attributable to the Company's CONSOL Marine Terminal and include revenues earned from providing receipt and unloading of coal from rail cars, transporting coal from the receipt point to temporary storage or stockpile facilities located at the Terminal, stockpiling, blending, weighing, sampling, redelivery, and loading of coal onto vessels. Revenues for these services are generally earned on a per ton of throughput basis, and performance obligations are considered fulfilled as the services are performed. CONSOL Marine Terminal does not normally experience material costs of obtaining customer contracts with amortization periods greater than one year. As of and for the three months ended March 31, 2018, the Company does not have any capitalized costs to obtain customer contracts on its balance sheet nor has the Company recognized any amortization of previously existing capitalized costs of obtaining Terminal customer contracts. Further, the Company has not recognized any revenue in the current period that is not a result of current period performance. Freight Revenue Some of CONSOL Energy's coal contracts require that the Company sell its coal at locations other than its central preparation plant. The cost to transport the Company's coal to the ultimate sales point is passed through to the Company's customers and CONSOL Energy recognizes the freight revenue equal to the transportation costs when title of the coal passes to the customer. |
MISCELLANEOUS OTHER INCOME
MISCELLANEOUS OTHER INCOME | 3 Months Ended |
Mar. 31, 2018 | |
Other Income and Expenses [Abstract] | |
MISCELLANEOUS OTHER INCOME | MISCELLANEOUS OTHER INCOME: For the Three Months Ended 2018 2017 Royalty Income - Non-Operated Coal $ 9,806 $ 8,697 Purchased Coal Sales 8,746 3,541 Property Easements and Option Income 4,151 392 Rental Income 1,122 8,527 Interest Income 601 590 Other 1,461 903 Miscellaneous Other Income $ 25,887 $ 22,650 |
COMPONENTS OF PENSION AND OTHER
COMPONENTS OF PENSION AND OTHER POST-EMPLOYMENT BENEFIT (OPEB) PLANS NET PERIODIC BENEFIT COSTS | 3 Months Ended |
Mar. 31, 2018 | |
Retirement Benefits [Abstract] | |
COMPONENTS OF PENSION AND OTHER POST-EMPLOYMENT BENEFIT (OPEB) PLANS NET PERIODIC BENEFIT COSTS | COMPONENTS OF PENSION AND OTHER POST-EMPLOYMENT BENEFIT (OPEB) PLANS NET PERIODIC BENEFIT COSTS: Components of Net Periodic Benefit (Credit) Cost are as follows: Pension Benefits Other Post-Employment Benefits Three Months Ended Three Months Ended 2018 2017 2018 2017 Service Cost $ 288 $ 737 $ — $ — Interest Cost 5,876 6,316 4,677 5,986 Expected Return on Plan Assets (10,092 ) (10,596 ) — — Amortization of Prior Service Credits (126 ) (126 ) (601 ) (601 ) Amortization of Actuarial Loss 2,179 2,224 4,051 5,778 Net Periodic Benefit (Credit) Cost $ (1,875 ) $ (1,445 ) $ 8,127 $ 11,163 Expenses related to pension and other post-employment benefits are reflected in Operating and Other Costs in the Consolidated Statements of Operations. |
COMPONENTS OF COAL WORKERS_ PNE
COMPONENTS OF COAL WORKERS’ PNEUMOCONIOSIS (CWP) AND WORKERS’ COMPENSATION NET PERIODIC BENEFIT COSTS | 3 Months Ended |
Mar. 31, 2018 | |
Retirement Benefits [Abstract] | |
COMPONENTS OF COAL WORKERS’ PNEUMOCONIOSIS (CWP) AND WORKERS’ COMPENSATION NET PERIODIC BENEFIT COSTS | COMPONENTS OF COAL WORKERS’ PNEUMOCONIOSIS (CWP) AND WORKERS’ COMPENSATION NET PERIODIC BENEFIT COSTS: Components of Net Periodic Benefit Cost are as follows: CWP Workers' Compensation Three Months Ended Three Months Ended 2018 2017 2018 2017 Service Cost $ 1,662 $ 1,280 $ 1,558 $ 1,568 Interest Cost 1,311 1,013 571 580 Amortization of Actuarial Gain (213 ) (1,908 ) (20 ) (149 ) State Administrative Fees and Insurance Bond Premiums — — 593 783 Net Periodic Benefit Cost $ 2,760 $ 385 $ 2,702 $ 2,782 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES: The effective tax rate for the three months ended March 31, 2018 and 2017 was 8.0% and 16.8% , respectively. The effective rate for the three months ended March 31, 2018 and 2017 differs from the U.S. federal statutory rate of 21% and 35%, respectively, primarily due to the income tax benefit for excess percentage depletion. On December 22, 2017, the President of the United States signed Public Law 115-97 “An Act to Provide for Reconciliation Pursuant to Titles II and V of the Concurrent Resolution on the Budget for Fiscal Year 2018,” commonly referred to as the Tax Cuts and Jobs Act (“Tax Bill”). Under U.S. GAAP, the effects of new legislation are recognized upon enactment, which, for federal legislation, is the date the President signs a bill into law. Accordingly, recognition of the tax effects of the Tax Bill is required in the interim and annual periods that include December 22, 2017. The SEC also released Staff Accounting Bulletin 118 on December 22, 2017. This bulletin clarifies certain aspects of ASC 740 and provides a three-step process for applying ASC 740. First, a company must reflect in its financial statements the income tax effects of the Tax Bill on items for which the company can make a complete assessment. Next, a measurement period not to exceed one year is provided for a company to report provisional amounts of the income tax effects of the Tax Bill for items for which the company's assessment is incomplete, but for which it can make a reasonable estimate. A company may adjust provisional amounts as it obtains additional information in subsequent reporting periods. Finally, for items for which a company cannot make a reasonable estimate, a company is not required to report provisional amounts and will continue to apply ASC 740 based on tax law existing immediately before December 22, 2017. A company is required to report provisional amounts for these items in the first reporting period in which the company is able to make a reasonable estimate of the income tax effects of the Tax Bill. The Company recorded a deferred tax expense of approximately $58,558 in its financial statements for the period ended December 31, 2017 . This impact is related to the reduction of the net deferred tax asset as a result of the federal corporate income tax rate being reduced from 35% to 21% for all periods after December 31, 2017. The Company did not recognize any additional impacts related to the Tax Bill in its financial statements for the three months ended March 31, 2018 . The Tax Cuts and Jobs Act is a comprehensive tax reform bill containing a number of provisions that either currently or in the future could impact the Company. Examples include the ability to fully expense certain depreciable property, and the limitation on the deductibility of business interest expense. As a result, the Company continues to monitor and evaluate all applicable provisions of the Tax Bill during the measurement period. The Company utilizes the “more likely than not” standard in recognizing a tax benefit in its financial statements. For the three months ended March 31, 2018 and the year ended December 31, 2017 , the Company did not have any unrecognized tax benefits. If accrual for interest or penalties is required, it is the Company's policy to include these as a component of income tax expense. The Company is subject to taxation in the United States, as well as various states and Canada, as well as various provinces. Under the provisions of the Tax Matters Agreement signed on November 28, 2017 by and between CONSOL Energy Inc. (Parent) and CONSOL Mining Corporation (Company), certain subsidiaries of the Company are subject to examination for tax years for the period January 1, 2015 through the three months ended March 31, 2018 for certain state and foreign returns. Further, the Company is subject to examination for the period November 28, 2017 through the three months ended March 31, 2018 for federal and certain state returns. |
INVENTORIES
INVENTORIES | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES: Inventory components consist of the following: March 31, December 31, Coal $ 17,104 $ 11,411 Supplies 43,662 42,009 Total Inventories $ 60,766 $ 53,420 Inventories are stated at the lower of cost or net realizable value. The cost of coal inventories is determined by the first-in, first-out (“FIFO”) method. Coal inventory costs include labor, supplies, equipment costs, operating overhead, depreciation, depletion and amortization, and other related costs. The cost of supplies inventory is determined by the average cost method and includes operating and maintenance supplies to be used in the Company's coal operations. |
ACCOUNTS RECEIVABLE SECURITIZAT
ACCOUNTS RECEIVABLE SECURITIZATION | 3 Months Ended |
Mar. 31, 2018 | |
Short-term Debt [Abstract] | |
ACCOUNTS RECEIVABLE SECURITIZATION | ACCOUNTS RECEIVABLE SECURITIZATION: CONSOL Energy and certain of its U.S. subsidiaries were party to a trade accounts receivable facility with financial institutions for the sale on a continuous basis of eligible trade accounts receivable. Pursuant to the securitization facility, CONSOL Thermal Holdings LLC will sell current and future trade receivables to CONSOL Pennsylvania Coal Company LLC. CONSOL Marine Terminals LLC and CONSOL Pennsylvania Coal Company LLC will sell and/or contribute current and future trade receivables (including receivables sold to CONSOL Pennsylvania Coal Company LLC by CONSOL Thermal Holdings LLC) to CONSOL Funding LLC (the “SPV”). The SPV will, in turn, pledge its interests in the receivables to PNC Bank, which will either make loans or issue letters of credit on behalf of the SPV. The maximum amount of advances and letters of credit outstanding under the securitization facility may not exceed $100 million . Loans under the securitization facility will accrue interest at a reserve-adjusted LIBOR market index rate equal to the one-month Eurodollar rate. Loans and letters of credit under the securitization facility will also accrue a program fee and a letter of credit participation fee, respectively, equal to 4.00% per annum. In addition, the SPV paid certain structuring fees to PNC Capital Markets LLC and will pay other customary fees to the lenders, including a fee on unused commitments equal to 0.60% per annum. At March 31, 2018 , the Company's eligible accounts receivable yielded $61,398 of borrowing capacity. At March 31, 2018 , the facility had no outstanding borrowings and $61,398 of letters of credit outstanding, leaving no unused capacity. At December 31, 2017 , the Company's eligible accounts receivable yielded $60,582 of borrowing capacity. At December 31, 2017 , the facility had no outstanding borrowings and $60,582 of letters of credit outstanding, leaving no unused capacity. Costs associated with the receivables facility totaled $666 thousand for the three months ended March 31, 2018 . These costs have been recorded as financing fees which are included in Operating and Other Costs in the Unaudited Consolidated Statements of Income. The Company has not derecognized any receivables due to its continued involvement in the collections efforts. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 3 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT: Property, plant and equipment consists of the following: March 31, December 31, Plant and Equipment $ 2,799,723 $ 2,757,062 Coal Properties and Surface Lands 858,218 857,031 Airshafts 393,347 392,266 Mine Development 344,139 344,139 Advance Mining Royalties 326,696 325,855 Total Property, Plant and Equipment 4,722,123 4,676,353 Less: Accumulated Depreciation, Depletion and Amortization 2,599,775 2,554,056 Total Property, Plant and Equipment, Net $ 2,122,348 $ 2,122,297 Coal reserves are controlled either through fee ownership or by lease. The duration of the leases vary; however, the lease terms are generally extended automatically to the exhaustion of economically recoverable reserves, as long as active mining continues. Coal interests held by lease provide the same rights as fee ownership for mineral extraction and are legally considered real property interests. As of March 31, 2018 and December 31, 2017 , property, plant and equipment includes gross assets under capital lease of $ 26,255 and $ 3,559 , respectively. Accumulated amortization for capital leases was $ 4,215 and $ 2,839 at March 31, 2018 and December 31, 2017 , respectively. Amortization expense for assets under capital leases approximated $1,376 and $113 for the three months ended March 31, 2018 and 2017 , respectively, and is included in Depreciation, Depletion and Amortization in the accompanying Unaudited Consolidated Statements of Income. |
OTHER ACCRUED LIABILITIES
OTHER ACCRUED LIABILITIES | 3 Months Ended |
Mar. 31, 2018 | |
Payables and Accruals [Abstract] | |
OTHER ACCRUED LIABILITIES | OTHER ACCRUED LIABILITIES: March 31, December 31, 2017 Subsidence Liability $ 87,633 $ 88,027 Longwall Equipment Buyout 23,348 22,631 Accrued Interest 16,410 10,039 Accrued Payroll and Benefits 14,511 14,689 Litigation 10,190 8,197 Accrued Other Taxes 8,486 7,510 Equipment Lease Rental 7,839 9,865 Deferred Revenue 1,967 6,807 Short-Term Incentive Compensation 1,764 4,729 Other 19,959 23,900 Current Portion of Long-Term Liabilities: Postretirement Benefits Other than Pensions 37,388 37,464 Asset Retirement Obligations 30,480 30,480 Workers' Compensation 12,912 13,317 Pneumoconiosis Benefits 12,245 12,972 Total Other Accrued Liabilities $ 285,132 $ 290,627 |
LONG-TERM DEBT
LONG-TERM DEBT | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT: March 31, December 31, Debt: Term Loan B due in November 2022 (Principal of $399,000 and $400,000 less Unamortized Discount of $7,453 and $7,853, respectively, 7.99% Weighted Average Interest Rate) $ 391,547 $ 392,147 11.00% Senior Secured Second Lien Notes due 2025 290,000 300,000 MEDCO Revenue Bonds in Series due September 2025 at 5.75% 102,865 102,865 Term Loan A due in November 2021 (6.41% Weighted Average Interest Rate) 85,000 100,000 Advance Royalty Commitments (9.42% Weighted Average Interest Rate) 2,085 2,085 Less: Unamortized Debt Issuance Costs 19,905 21,129 851,592 875,968 Less: Amounts Due in One Year* 8,069 19,318 Long-Term Debt $ 843,523 $ 856,650 * Excludes current portion of Capital Lease Obligations of $10,317 and $3,164 at March 31, 2018 and December 31, 2017 , respectively. In November 2017, CONSOL Energy entered into a revolving credit facility with commitments up to $300 million (the “Revolving Credit Facility”), a Term Loan A Facility of up to $100 million (the “TLA Facility”) and a Term Loan B Facility of up to $400 million (the “TLB Facility”, and together with the Revolving Credit Facility and the TLA Facility, the “Senior Secured Credit Facilities”). Borrowings under the Company's Senior Secured Credit Facilities bear interest at a floating rate which can be, at the Company's option, either (i) LIBOR plus an applicable margin or (ii) an alternate base rate plus an applicable margin. The applicable margin for the Revolving Credit Facility and TLA Facility depends on the total net leverage ratio, whereas the applicable margin for the TLB Facility is fixed. The Revolving Credit and TLA Facilities mature on November 28, 2021. The TLB Facility matures on November 28, 2022. Obligations under the Senior Secured Credit Facilities are guaranteed by (i) all owners of the 75% undivided economic interest in the PAMC held by the Company, (ii) any other members of the Company’s group that own any portion of the collateral securing the Revolving Credit Facility, and (iii) subject to certain customary exceptions and agreed materiality thresholds, all other existing or future direct or indirect wholly owned restricted subsidiaries of the Company (excluding the Partnership and its wholly-owned subsidiaries). The Revolving Credit Facility and TLA Facility also include financial covenants, including (i) a maximum first lien gross leverage ratio, (ii) a maximum total net leverage ratio, and (iii) a minimum fixed charge coverage ratio. CONSOL Energy must maintain a maximum first lien gross leverage ratio covenant of no more than 2.25 to 1.00, measured quarterly, stepping down to 2.00 to 1.00 in March 2019 and 1.75 to 1.00 in March 2020. The maximum first lien gross leverage ratio is calculated as the ratio of Consolidated First Lien Debt to Consolidated EBITDA, excluding the Partnership. The maximum first lien gross leverage ratio was 1.45 to 1.00 at March 31, 2018 . CONSOL Energy must maintain a maximum total net leverage ratio covenant of no more than 3.25 to 1.00, measured quarterly, stepping down to 3.00 to 1.00 in March 2019 and 2.75 to 1.00 in March 2020. The maximum total net leverage ratio is calculated as the ratio of Consolidated Indebtedness, minus Cash on Hand, to Consolidated EBITDA, excluding the Partnership. The maximum total net leverage ratio was 2.03 to 1.00 at March 31, 2018 . Consolidated EBITDA, as used in the covenant calculation, excludes non-cash compensation expenses, non-recurring transaction expenses, extraordinary gains and losses, gains and losses on discontinued operations, non-cash charges related to legacy employee liabilities and gains and losses on debt extinguishment, and includes cash distributions received from the Partnership and subtracts cash payments related to legacy employee liabilities. The facilities also include a minimum fixed charge coverage covenant of no less than 1.00 to 1.00, measured quarterly, stepping up to 1.05 to 1.00 in March 2020 and 1.10 to 1.00 in March 2021. The minimum fixed charge coverage ratio is calculated as the ratio of Consolidated EBITDA to Consolidated Fixed Charges, excluding the Partnership. Consolidated Fixed Charges, as used in the covenant calculation, includes cash interest payments, cash payments for income taxes, scheduled debt repayments, dividends paid, and Maintenance Capital Expenditures. The minimum fixed charge coverage ratio was 2.53 to 1.00 at March 31, 2018 . At March 31, 2018 , the Revolving Credit Facility had no borrowings outstanding and $54,355 of letters of credit outstanding, leaving $245,645 of unused capacity. At December 31, 2017 , the Revolving Credit Facility had no borrowings outstanding and $27,426 of letters of credit outstanding, leaving $272,574 of unused capacity. From time to time, CONSOL Energy is required to post financial assurances to satisfy contractual and other requirements generated in the normal course of business. Some of these assurances are posted to comply with federal, state or other government agencies' statutes and regulations. CONSOL Energy sometimes uses letters of credit to satisfy these requirements and these letters of credit reduce the Company's borrowing facility capacity. In November 2017, CONSOL Energy issued $300 million in aggregate principal amount of 11.00% Senior Secured Second Lien Notes due 2025 (the “Second Lien Notes”) pursuant to an indenture (the “Indenture”) dated as of November 13, 2017, by and between the Company and UMB Bank, N.A., a national banking association, as trustee and collateral trustee (the “Trustee”). On November 28, 2017, certain subsidiaries of the Company executed a supplement to the Indenture and became party to the Indenture as a guarantor (the “Guarantors”). The Second Lien Notes are secured by second priority liens on substantially all of the assets of the Company and the Guarantors that are pledged and on a first-priority basis as collateral securing the Company’s obligations under the Senior Secured Credit Facilities (described above), subject to certain exceptions under the Indenture. During the first quarter of 2018, CONSOL Energy made an accelerated payment of $11.25 million on its outstanding Term Loan A Facility and purchased $10 million of its outstanding 11.00% Senior Secured Second Lien Notes due in 2025. As part of these transactions, $1,426 was included in Loss on Debt Extinguishment on the Unaudited Consolidated Statements of Income. |
COMMITMENTS AND CONTINGENT LIAB
COMMITMENTS AND CONTINGENT LIABILITIES | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENT LIABILITIES | COMMITMENTS AND CONTINGENT LIABILITIES: The Company and ParentCo entered into a separation and distribution agreement on November 28, 2017 that implemented the legal and structural separation of the Company from ParentCo. The separation and distribution agreement also identified the assets of the Coal Business that were transferred to the Company and the liabilities and contracts related to the Coal Business that were assumed by the Company as part of the separation and distribution, and provides post-closing indemnification obligations and procedures between the Company and ParentCo relating to the liabilities of the Coal Business that the Company assumed. The Company (as the owner of the Coal Business following the separation and distribution) is subject to various lawsuits and claims with respect to such matters as personal injury, wrongful death, damage to property, exposure to hazardous substances, governmental regulations including environmental remediation, employment and contract disputes and other claims and actions arising out of the normal course of business. The Company accrues the estimated loss for these lawsuits and claims when the loss is probable and reasonably estimable. The Company's estimated accruals as of March 31, 2018 related to these pending claims, individually and in the aggregate, are immaterial to the financial position, results of operations or cash flows of the Company as of March 31, 2018 . It is possible that the aggregate loss in the future with respect to these lawsuits and claims could ultimately be material to the Company's financial position, results of operations or cash flows; however, such amounts cannot be reasonably estimated. The amount claimed against the Company as of March 31, 2018 is disclosed below when an amount is expressly stated in the lawsuit or claim, which is not often the case. Fitzwater Litigation: Three nonunion retired coal miners have sued Fola Coal Company LLC, Consolidation Coal Company (“CCC”) and CONSOL of Kentucky Inc. (“COK”) (as well as ParentCo) in West Virginia Federal Court alleging ERISA violations in the termination of retiree health care benefits. The Plaintiffs contend they relied to their detriment on oral statements and promises of “lifetime health benefits” allegedly made by various members of management during Plaintiffs’ employment and that they were allegedly denied access to Summary Plan Documents that clearly reserved the right to modify or terminate the Retiree Health and Welfare Plan subject to Plaintiffs' claims. Pursuant to Plaintiffs' amended complaint filed on April 24, 2017, Plaintiffs request that retiree health benefits be reinstated and seek to represent a class of all nonunion retirees who were associated with AMVEST and COK areas of operation. The Company believes it has a meritorious defense and intends to vigorously defend this suit. Casey Litigation: A class action lawsuit was filed on August 23, 2017 on behalf of two nonunion retired coal miners against CCC, COK, CONSOL Buchanan Mining Co., LLC and Kurt Salvatori in West Virginia Federal Court alleging ERISA violations in the termination of retiree health care benefits. Filed by the same lawyers who filed the Fitzwater litigation, and raising nearly identical claims, the Plaintiffs contend they relied to their detriment on oral promises of “lifetime health benefits” allegedly made by various members of management during Plaintiffs’ employment and that they were not provided with copies of Summary Plan Documents clearly reserving to the Company the right to modify or terminate the Retiree Health and Welfare Plan. Plaintiffs request that retiree health benefits be reinstated for them and their dependents and seek to represent a class of all nonunion retirees of any ParentCo subsidiary that operated or employed individuals in McDowell or Mercer Counties, West Virginia, or Buchanan or Tazewell Counties, Virginia whose retiree welfare benefits were terminated. On December 1, 2017, the trial court judge in Fitzwater signed an order to consolidate Fitzwater with Casey. The Casey complaint was amended on March 1, 2018 to add new plaintiffs, add defendant CONSOL Pennsylvania Coal Company, LLC and eliminate defendant CONSOL Buchanan Mining Co., LLC in an attempt to expand the class of retirees. Other Matters: Various Company subsidiaries are defendants in certain other legal proceedings arising out of the conduct of the Coal Business prior to the separation and distribution, and the Company is also a defendant in other legal proceedings following the separation and distribution. In the opinion of management, based upon an investigation of these matters and discussion with legal counsel, the ultimate outcome of such other legal proceedings, individually and in the aggregate, is not expected to have a material adverse effect on the Company’s financial position, results of operations or liquidity. As part of the separation and distribution, the Company assumed various financial obligations relating to the Coal Business or agreed to reimburse ParentCo for certain financial guarantees relating to the Coal Business that ParentCo retained following the separation and distribution. Employee-related financial guarantees have primarily been provided to support the United Mine Workers’ of America’s 1992 Benefit Plan and various state workers’ compensation self-insurance programs. Environmental financial guarantees have primarily been provided to support various performance bonds related to reclamation and other environmental issues. Coal and other financial guarantees have primarily been provided to support various sales contracts. Other guarantees have been extended to support insurance policies, legal matters, full and timely payments of mining equipment leases, and various other items necessary in the normal course of business. The following is a summary, as of March 31, 2018 , of the financial guarantees, unconditional purchase obligations and letters of credit to certain third parties. These amounts represent the maximum potential of total future payments that the Company could be required to make under these instruments, or under the separation and distribution agreement to the extent retained by ParentCo on behalf of the Coal Business. These amounts have not been reduced for potential recoveries under recourse or collateralization provisions. Generally, recoveries under reclamation bonds would be limited to the extent of the work performed at the time of the default. No amounts related to these financial guarantees and letters of credit are recorded as liabilities in the financial statements. The Company's management believes that these guarantees will expire without being funded, and therefore, the commitments will not have a material adverse effect on the Company's financial condition. Amount of Commitment Expiration Per Period Total Amounts Committed Less Than 1 Year 1-3 Years 3-5 Years Beyond 5 Years Letters of Credit: Employee-Related $ 82,266 $ 79,766 $ 2,500 $ — $ — Environmental 398 398 — — — Other 33,110 33,110 — — — Total Letters of Credit 115,774 113,274 2,500 — — Surety Bonds: Employee-Related 108,948 76,068 32,880 — — Environmental 456,350 420,439 35,911 — — Other 4,736 4,498 237 1 — Total Surety Bonds 570,034 501,005 69,028 1 — Guarantees: Other 31,202 8,961 14,936 6,575 730 Total Guarantees 31,202 8,961 14,936 6,575 730 Total Commitments $ 717,010 $ 623,240 $ 86,464 $ 6,576 $ 730 Included in the above table are commitments and guarantees entered into in conjunction with the sale of Consolidation Coal Company and certain of its subsidiaries, which contain all five of its longwall coal mines in West Virginia and its river operations, to a subsidiary of Murray Energy Corporation. As part of the separation and distribution, ParentCo agreed to indemnify the Company and the Company agreed to indemnify ParentCo in each case with respect to guarantees of certain equipment lease obligations that were assumed by Murray Energy. In the event that Murray Energy would default on the obligations defined in the agreements, the Company would be required to perform under the guarantees. If the Company would be required to perform, the stock purchase agreement provides various recourse actions. At March 31, 2018 and December 31, 2017 , the fair value of these guarantees was $982 and $1,040 , respectively, and is included in Other Accrued Liabilities on the Unaudited Consolidated Balance Sheets. The fair value of certain of the guarantees was determined using the Company’s risk-adjusted interest rate. Significant increases or decreases in the risk-adjusted interest rates may result in a significantly higher or lower fair value measurement. No other amounts related to financial guarantees and letters of credit are recorded as liabilities in the financial statements. Significant judgment is required in determining the fair value of these guarantees. The guarantees of the leases are classified within Level 3 of the fair value hierarchy. The Company regularly evaluates the likelihood of default for all guarantees based on an expected loss analysis and records the fair value, if any, of its guarantees as an obligation in the consolidated financial statements. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION: CONSOL Energy Inc. consists of one reportable segment: Pennsylvania Mining Complex. The principal activities of PAMC are mining, preparation and marketing of thermal coal, sold primarily to power generators. It also includes selling, general and administrative activities, as well as various other activities assigned to PAMC. CONSOL Energy Inc.’s Other segment includes revenue and expenses from various corporate and diversified business activities that are not allocated to PAMC. The diversified business activities include coal terminal operations, closed and idle mine activities, selling, general and administrative activities, as well as various other non-operated activities, none of which are individually significant to the Company. Industry segment results for the three months ended March 31, 2018 are: PAMC Other Adjustments and Eliminations Consolidated Coal Revenue $ 351,009 $ — $ — $ 351,009 (A) Terminal Revenue — 15,221 — 15,221 Freight Revenue 17,887 — — 17,887 Total Revenue and Freight $ 368,896 $ 15,221 $ — $ 384,117 Earnings (Loss) Before Income Tax $ 98,480 $ (21,337 ) $ — $ 77,143 Segment Assets $ 1,965,979 $ 763,137 $ — $ 2,729,116 Depreciation, Depletion and Amortization $ 43,257 $ 6,214 $ — $ 49,471 Capital Expenditures $ 19,714 $ 2,242 $ — $ 21,956 (A) Included in the PAMC segment are sales of $86,826 to Key-Con Fuels, $52,213 to Duke Energy and $39,262 to Raven Power Fort Smallwood LLC, each comprising over 10% of sales. Industry segment results for the three months ended March 31, 2017 are: PAMC Other Adjustments and Eliminations Consolidated Coal Revenue $ 316,448 $ — $ — $ 316,448 (B) Terminal Revenue — 12,886 — 12,886 Freight Revenue 12,282 — — 12,282 Total Revenue and Freight $ 328,730 $ 12,886 $ — $ 341,616 Earnings (Loss) Before Income Tax $ 61,015 $ (5,164 ) $ — $ 55,851 Segment Assets $ 1,955,172 $ 729,904 $ — $ 2,685,076 Depreciation, Depletion and Amortization $ 42,301 $ 10,692 $ — $ 52,993 Capital Expenditures $ 8,118 $ 903 $ — $ 9,021 (B) Included in the PAMC segment are sales of $57,070 to Duke Energy and sales of $54,820 to Xcoal, each comprising over 10% of sales. Reconciliation of Segment Information to Consolidated Amounts: Total Assets: March 31, 2018 2017 Segment assets for total reportable business segments $ 1,965,979 $ 1,955,172 Segment assets for all other business segments 504,822 539,164 Items excluded from segment assets: Cash and other investments 190,777 72 Deferred tax assets 67,538 190,668 Total Consolidated Assets $ 2,729,116 $ 2,685,076 |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS: CONSOL Energy determines the fair value of assets and liabilities based on 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. The fair values are based on assumptions that market participants would use when pricing an asset or liability, including assumptions about risk and the risks inherent in valuation techniques and the inputs to valuations. The fair value hierarchy is based on whether the inputs to valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources (including LIBOR-based discount rates), while unobservable inputs reflect the Company's own assumptions of what market participants would use. The fair value hierarchy includes three levels of inputs that may be used to measure fair value as described below. Level One - Quoted prices for identical instruments in active markets. Level Two - The fair value of the assets and liabilities included in Level 2 are based on standard industry income approach models that use significant observable inputs, including LIBOR-based discount rates. Level Three - Unobservable inputs significant to the fair value measurement supported by little or no market activity. The significant unobservable inputs used in the fair value measurement of the Company's third party guarantees are the credit risk of the third party and the third party surety bond markets. A significant increase or decrease in these values, in isolation, would have a directionally similar effect resulting in higher or lower fair value measurement of the Company's Level 3 guarantees. In those cases when the inputs used to measure fair value meet the definition of more than one level of the fair value hierarchy, the lowest level input that is significant to the fair value measurement in its totality determines the applicable level in the fair value hierarchy. The financial instruments measured at fair value on a recurring basis are summarized below: Fair Value Measurements at Fair Value Measurements at Description Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Murray Energy Guarantees $ — $ — $ (982 ) $ — $ — $ (1,040 ) The following methods and assumptions were used to estimate the fair value for which the fair value option was not elected: Long-term debt: The fair value of long-term debt is measured using unadjusted quoted market prices or estimated using discounted cash flow analyses. The discounted cash flow analyses are based on current market rates for instruments with similar cash flows. The carrying amounts and fair values of financial instruments for which the fair value option was not elected are as follows: March 31, 2018 December 31, 2017 Carrying Amount Fair Value Carrying Amount Fair Value Long-Term Debt $ 871,497 $ 912,091 $ 897,097 $ 931,768 Certain of the Company’s debt is actively traded on a public market and, as a result, constitute Level 1 fair value measurements. The portion of the Company’s debt obligations that are not actively traded are valued through reference to the applicable underlying benchmark rate and, as a result, constitute Level 2 fair value measurements. |
GUARANTOR SUBSIDIARIES FINANCIA
GUARANTOR SUBSIDIARIES FINANCIAL INFORMATION | 3 Months Ended |
Mar. 31, 2018 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
GUARANTOR SUBSIDIARIES FINANCIAL INFORMATION | GUARANTOR SUBSIDIARIES FINANCIAL INFORMATION: The payment obligations under the $400,000 , Term Loan B due in November 2022, less the $7.5 million of unamortized bond discount, the $300,000 , 11.000% per annum senior notes due November 2025, and the $100,000 , Term Loan A due in November 2021 issued by CONSOL Energy are jointly and severally, and also fully and unconditionally, guaranteed by certain subsidiaries of CONSOL Energy. In accordance with positions established by the SEC, the following financial information sets forth separate financial information with respect to the parent, guarantor subsidiaries, CCR, a non-guarantor subsidiary, and the remaining non-guarantor subsidiaries. The principal elimination entries include investments in subsidiaries and certain intercompany balances and transactions. CONSOL Energy, the parent, and a guarantor subsidiary manage several assets and liabilities of all other wholly owned subsidiaries. These include, for example, deferred tax assets, cash and other post-employment liabilities. These assets and liabilities are reflected as parent company or guarantor company amounts for purposes of this presentation. Income Statement for the Three Months Ended March 31, 2018 (unaudited): Parent Issuer Guarantor CCR Non-Guarantor Non-Guarantor Elimination Consolidated Revenues and Other Income: Coal Revenue $ — $ 263,257 $ 87,752 $ — $ — 351,009 Terminal Revenue — 15,221 — — — 15,221 Freight Revenue — 13,415 4,472 — — 17,887 Miscellaneous Other Income 90,304 11,018 2,201 — (77,636 ) 25,887 Gain on Sale of Assets — 178 76 — — 254 Total Revenue and Other Income 90,304 303,089 94,501 — (77,636 ) 410,258 Costs and Expenses: Operating and Other Costs — 176,820 52,287 695 — 229,802 Depreciation, Depletion and Amortization — 38,657 10,814 — — 49,471 Freight Expense — 13,415 4,472 — — 17,887 Selling, General and Administrative Costs — 10,464 3,020 — — 13,484 Loss on Debt Extinguishment 1,426 — — — — 1,426 Interest Expense 20,285 944 (184 ) — — 21,045 Total Costs And Expenses 21,711 240,300 70,409 695 — 333,115 Earnings Before Income Tax 68,593 62,789 24,092 (695 ) (77,636 ) 77,143 Income Tax Expense 6,185 — — — 6,185 Net Income (Loss) 62,408 62,789 24,092 (695 ) (77,636 ) 70,958 Less: Net Income Attributable to Noncontrolling Interest — — — — 8,550 8,550 Net Income (Loss) Attributable to CONSOL Energy Shareholders $ 62,408 $ 62,789 $ 24,092 $ (695 ) $ (86,186 ) $ 62,408 Balance Sheet at March 31, 2018 (unaudited): Parent Issuer Guarantor CCR Non-Guarantor Non-Guarantor Elimination Consolidated Assets: Current Assets: Cash and Cash Equivalents $ 190,564 $ 369 $ 748 $ 38 $ — $ 191,719 Accounts and Notes Receivable: Trade — — — 127,348 — 127,348 Other Receivables 14,645 16,283 1,431 — — 32,359 Inventories — 46,645 14,121 — — 60,766 Prepaid Expenses 7,034 13,417 4,404 — — 24,855 Total Current Assets 212,243 76,714 20,704 127,386 — 437,047 Property, Plant and Equipment: Property, Plant and Equipment — 3,802,245 919,878 — — 4,722,123 Less-Accumulated Depreciation, Depletion and Amortization — 2,106,017 493,758 — — 2,599,775 Total Property, Plant and Equipment-Net — 1,696,228 426,120 — — 2,122,348 Other Assets: Deferred Income Taxes 67,538 — — — — 67,538 Affiliated Credit Facility 156,228 — — — (156,228 ) — Investment in Affiliates 682,407 — — — (682,407 ) — Other 40,642 46,858 14,683 — — 102,183 Total Other Assets 946,815 46,858 14,683 — (838,635 ) 169,721 Total Assets $ 1,159,058 $ 1,819,800 $ 461,507 $ 127,386 $ (838,635 ) $ 2,729,116 Liabilities and Equity: Current Liabilities: Accounts Payable $ 10,521 $ 54,070 $ 17,872 $ 8 $ 2,220 $ 84,691 Accounts Payable (Recoverable)-Related Parties (2,291 ) 36,221 — 122,298 (156,228 ) — Current Portion of Long-Term Debt — 16,568 1,818 — — 18,386 Other Accrued Liabilities 106,974 136,810 43,527 — (2,179 ) 285,132 Total Current Liabilities 115,204 243,669 63,217 122,306 (156,187 ) 388,209 Long-Term Debt: 728,107 134,462 159,996 — (156,228 ) 866,337 Deferred Credits and Other Liabilities: Postretirement Benefits Other Than Pensions — 549,244 — — — 549,244 Pneumoconiosis Benefits — 146,336 4,205 — — 150,541 Asset Retirement Obligations — 221,975 9,808 — — 231,783 Workers’ Compensation — 62,827 3,453 — — 66,280 Salary Retirement 48,361 — — — — 48,361 Other — 18,570 603 — — 19,173 Total Deferred Credits and Other Liabilities 48,361 998,952 18,069 — — 1,065,382 Total CONSOL Energy Inc. Stockholders’ Equity 267,386 442,717 220,225 5,080 (668,022 ) 267,386 Noncontrolling Interest — — — — 141,802 141,802 Total Liabilities and Equity $ 1,159,058 $ 1,819,800 $ 461,507 $ 127,386 $ (838,635 ) $ 2,729,116 Condensed Statement of Cash Flows for the Three Months Ended March 31, 2018 (unaudited): Parent Issuer Guarantor CCR Non-Guarantor Non-Guarantor Elimination Consolidated Net Cash Provided by (Used in) Operating Activities $ (2,305 ) $ 88,774 $ 29,264 $ — $ — $ 115,733 Cash Flows from Investing Activities: Capital Expenditures — (17,027 ) (4,929 ) — — (21,956 ) Proceeds From Sales of Assets — 318 75 — — 393 (Investments in), net of Distributions from, Equity Affiliates (2,048 ) 2,048 — — — — Net Cash (Used in) Provided by Investing Activities (2,048 ) (14,661 ) (4,854 ) — — (21,563 ) Cash Flows from Financing Activities: Payments on Capitalized Lease Obligations — (999 ) (367 ) — — (1,366 ) Affiliated Credit Facility — — (9,583 ) — 9,583 — Payments on PNC Term Loan A (15,000 ) — — — — (15,000 ) Payments on PNC Term Loan B (1,000 ) — — — — (1,000 ) Buyback of Second Lien Notes (10,000 ) — — — — (10,000 ) Distributions to Noncontrolling Interest — — (14,346 ) — 8,759 (5,587 ) Shares/Units Withheld for Taxes — (1,889 ) (899 ) — — (2,788 ) Intercompany Contributions/(Distributions) 72,317 (72,317 ) — — — — Spin Distribution to CNX Resources (1,595 ) (16,639 ) — — — (18,234 ) Repurchases of Common Stock (1,285 ) — — — — (1,285 ) Debt-Related Financing Fees (755 ) (415 ) — — — (1,170 ) Net Cash (Used in) Provided by Financing Activities $ 42,682 $ (92,259 ) $ (25,195 ) $ — $ 18,342 $ (56,430 ) Statement of Comprehensive Income for the Three Months Ended March 31, 2018 (unaudited): Parent Issuer Guarantor CCR Non-Guarantor Non- Elimination Consolidated Net (Loss) Income $ 62,408 $ 62,789 $ 24,092 $ (695 ) $ (77,636 ) $ 70,958 Other Comprehensive (Loss) Income: Net Actuarial Loss (Gain) 3,999 — (2 ) — — 3,997 Other Comprehensive (Loss) Income: 3,999 — (2 ) — — 3,997 Comprehensive (Loss) Income 66,407 62,789 24,090 (695 ) (77,636 ) 74,955 Less: Comprehensive Income Attributable to Noncontrolling Interest — — — — 8,548 8,548 Comprehensive (Loss) Income Attributable to CONSOL Energy Inc. Shareholders $ 66,407 $ 62,789 $ 24,090 $ (695 ) $ (86,184 ) $ 66,407 Income Statement for the Three Months Ended March 31, 2017 (unaudited): Parent Issuer Guarantor CCR Non-Guarantor Non-Guarantor Elimination Consolidated Revenues and Other Income: Coal Revenue $ — $ 237,336 $ 79,112 $ — $ — $ 316,448 Terminal Revenue — 12,886 — — — 12,886 Freight Revenue — 9,212 3,070 — — 12,282 Miscellaneous Other Income 50,598 6,494 1,101 — (35,543 ) 22,650 Gain on Sale of Assets 7,958 (3 ) — — 7,955 Total Revenue and Other Income 50,598 273,886 83,280 — (35,543 ) 372,221 Costs and Expenses: Operating and Other Costs — 180,111 49,883 — — 229,994 Depreciation, Depletion and Amortization — 42,472 10,521 — — 52,993 Freight Expense — 9,212 3,070 — — 12,282 Selling, General and Administrative Costs — 13,796 3,283 — — 17,079 Loss on Debt Extinguishment — — — — — — Interest Expense 211 1,354 2,457 — — 4,022 Total Costs And Expenses 211 246,945 69,214 — — 316,370 Earnings Before Income Tax 50,387 26,941 14,066 — (35,543 ) 55,851 Income Tax Expense 9,406 — — 9,406 Net Income (Loss) 40,981 26,941 14,066 — (35,543 ) 46,445 Less: Net Income Attributable to Noncontrolling Interest — — — — 5,464 5,464 Net Income (Loss) Attributable to CONSOL Energy Shareholders $ 40,981 $ 26,941 $ 14,066 $ — $ (41,007 ) $ 40,981 Balance Sheet at December 31, 2017: Parent Issuer Guarantor CCR Non-Guarantor Non-Guarantor Elimination Consolidated Assets: Current Assets: Cash and Cash Equivalents $ 152,235 $ 105 $ 1,533 $ 106 $ — $ 153,979 Accounts and Notes Receivable: Trade — — — 131,545 — 131,545 Other Receivables 17,702 16,880 1,970 — — 36,552 Inventories — 41,117 12,303 — — 53,420 Prepaid Expenses 5,745 13,568 4,428 3 — 23,744 Total Current Assets 175,682 71,670 20,234 131,654 — 399,240 Property, Plant and Equipment: Property, Plant and Equipment — 3,765,885 910,468 — — 4,676,353 Less-Accumulated Depreciation, Depletion and Amortization — 2,070,646 483,410 — — 2,554,056 Total Property, Plant and Equipment-Net — 1,695,239 427,058 — — 2,122,297 Other Assets: Deferred Income Taxes 75,065 — — — — 75,065 Affiliated Credit Facility 165,110 — — — (165,110 ) — Investment in Affiliates 645,157 — — — (645,157 ) — Other 44,177 50,846 15,474 — — 110,497 Total Other Assets 929,509 50,846 15,474 — (810,267 ) 185,562 Total Assets $ 1,105,191 $ 1,817,755 $ 462,766 $ 131,654 $ (810,267 ) $ 2,707,099 Liabilities and Equity: Current Liabilities: Accounts Payable $ 20,014 $ 66,271 $ 22,789 $ 8 $ 18 $ 109,100 Accounts Payable (Recoverable)-Related Parties (2,291 ) 36,221 — 129,139 (163,069 ) — Current Portion of Long-Term Debt — 22,405 77 — — 22,482 Other Accrued Liabilities 101,994 149,425 44,102 (20 ) (4,874 ) 290,627 Total Current Liabilities 119,717 274,322 66,968 129,127 (167,925 ) 422,209 Long-Term Debt: 728,254 135,390 165,183 1,572 (165,110 ) 865,289 Deferred Credits and Other Liabilities: Postretirement Benefits Other Than Pensions — 554,099 — — — 554,099 Pneumoconiosis Benefits — 146,035 3,833 — — 149,868 Asset Retirement Obligations — 218,728 9,615 — — 228,343 Workers’ Compensation — 63,244 3,404 — — 66,648 Salary Retirement 52,960 — — — — 52,960 Other — 23,435 607 — — 24,042 Total Deferred Credits and Other Liabilities 52,960 1,005,541 17,459 — — 1,075,960 Total CONSOL Energy Inc. Stockholders’ Equity 204,260 402,502 213,156 955 (616,613 ) 204,260 Noncontrolling Interest — — — — 139,381 139,381 Total Liabilities and Equity $ 1,105,191 $ 1,817,755 $ 462,766 $ 131,654 $ (810,267 ) $ 2,707,099 Condensed Statement of Cash Flows for the Three Months Ended March 31, 2017 (unaudited): Parent Issuer Guarantor CCR Non-Guarantor Non-Guarantor Elimination Consolidated Net Cash Provided by (Used in) Operating Activities $ (4,643 ) $ 35,518 $ 17,662 $ — $ — $ 48,537 Cash Flows from Investing Activities: Capital Expenditures — (6,991 ) (2,030 ) — — (9,021 ) Proceeds From Sales of Assets — 9,709 — — — 9,709 (Investments in), net of Distributions from, Equity Affiliates 20,226 (20,226 ) — — — — Net Cash (Used in) Provided by Investing Activities 20,226 (17,508 ) (2,030 ) — — 688 Cash Flows from Financing Activities: Payments on Capitalized Lease Obligations (896 ) 922 (26 ) — — — Net (Payments on) Proceeds from Revolver - MLP — — (4,000 ) — — (4,000 ) Distributions to Noncontrolling Interest — — (14,050 ) — 8,583 (5,467 ) Shares/Units Withheld for Taxes — — (807 ) — — (807 ) Intercompany Contributions/(Distributions) 45,624 (45,624 ) — — — — Other Parent Net Distributions (45,624 ) — — — — (45,624 ) Debt Issuance and Financing Fees (7,995 ) 7,995 — — — — Net Cash (Used in) Provided by Financing Activities $ (8,891 ) $ (36,707 ) $ (18,883 ) $ — $ 8,583 $ (55,898 ) Statement of Comprehensive Income for the Three Months Ended March 31, 2017 (unaudited): Parent Issuer Guarantor CCR Non-Guarantor Non- Elimination Consolidated Net (Loss) Income $ 40,981 $ 26,941 $ 14,066 $ — $ (35,543 ) $ 46,445 Other Comprehensive (Loss) Income: Net Actuarial Loss (Gain) 3,414 — 39 — (39 ) 3,414 Other Comprehensive (Loss) Income: 3,414 — 39 — (39 ) 3,414 Comprehensive (Loss) Income 44,395 26,941 14,105 — (35,582 ) 49,859 Less: Comprehensive Income Attributable to Noncontrolling Interest — — — — 5,452 5,452 Comprehensive (Loss) Income Attributable to CONSOL Energy Inc. Shareholders $ 44,395 $ 26,941 $ 14,105 $ — $ (41,034 ) $ 44,407 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS: CNX Resources Corporation Transactions Separation from CNX Resources Corporation (ParentCo) On November 28, 2017, in connection with the separation and distribution, the Company and/or certain of its subsidiaries entered into several agreements with CNX Resources Corporation and/or the Partnership and/or certain of its subsidiaries that govern the relationship of the various parties following the separation, including the following: • Separation and Distribution Agreement (“SDA”); • Transition Services Agreement (“TSA”); • Tax Matters Agreement (“TMA”); • Employee Matters Agreement (“EMA”); • Intellectual Property Matters Agreement (“IPMA”); • CNX Resources Corporation to CONSOL Energy Inc. Trademark License Agreement (“TLA 1”); • CONSOL Energy Inc. to CNX Resources Corporation Trademark License Agreement (“TLA 2”); • First Amendment to the First Amended and Restated Omnibus Agreement (“Omnibus Amendment”); • First Amendment to Contract Agency Agreement by and among CONSOL Energy Sales Company, CONSOL Thermal Holdings LLC (formerly known as CNX Thermal Holdings LLC) and the other parties thereto (“Contract Agency Amendment”); • First Amendment to Water Supply and Services Agreement by and between CNX Water Assets LLC and CONSOL Thermal Holdings LLC (formerly known as CNX Thermal Holdings LLC) (“Water Supply Amendment”); • Second Amendment to Pennsylvania Mine Complex Operating Agreement by and among CONSOL Pennsylvania Coal Company LLC, Conrhein Coal Company, CONSOL Thermal Holdings LLC (formerly known as CNX Thermal Holdings LLC) and CONSOL Coal Resources LP (formerly known as CNX Coal Resources LP) (the “Operating Agreement Amendment”); • Affiliated Company Credit Agreement, dated November 28, 2017, by and among CONSOL Coal Resources LP, certain of its affiliates party thereto, CONSOL Energy Inc. and PNC Bank, National Association (the “Affiliated Company Credit Agreement”); and • Second Amendment and Restatement of Master Cooperation and Safety Agreement, dated October 20, 2017, by and between CONSOL Energy Inc., CNX Gas Company LLC and certain other parties thereto (the “MCSA”). Summaries of the material terms of the SDA, TSA, TMA, EMA, Omnibus Amendment, Contract Agency Amendment, Water Supply Amendment and MCSA may be found under the section entitled “Certain Relationships and Related Party Transactions” in that certain Information Statement of the Company, dated November 3, 2017, and the summaries of the material terms of the IPMA, TLA1, TLA2, the Operating Agreement Amendment and the Affiliated Company Credit Agreement may be found under Item 1.01 Entry into a Material Definitive Agreement to Form 8-K filed December 4, 2017. Refer to Note 1 - Basis of Presentation for further information on the separation from ParentCo. Also refer to Note 16 - Stock-Based Compensation in the Notes to the Audited Consolidated Financial Statements in Item 8 of the Company's December 31, 2017 Form 10-K for information regarding the conversion of share-based awards from ParentCo to the Company as of the date of the separation and distribution. Cash Management and Treasury For periods prior to the separation and distribution, the Company participated in ParentCo's centralized treasury and cash management processes. Transactions occurring in periods prior to the separation and distribution were considered to be effectively settled for cash at the time the transactions were recorded. These transactions and net cash transfers to and from ParentCo's centralized cash management system are reflected as a component of ParentCo's net investment on the Unaudited Consolidated Balance Sheets and as a financing activity within the accompanying Unaudited Consolidated Statements of Cash Flows. In the Unaudited Consolidated Statements of Stockholders' Equity, ParentCo's net investment on the Unaudited Consolidated Balance Sheets represents the cumulative net investment by ParentCo in the Company, including net income through the completion of the separation and distribution and net cash transfers to and from ParentCo. All significant transactions between the Company and CNX Resources Corporation have been included in the unaudited consolidated financial statements. Transition Services Agreements The Company also entered into a TSA and certain other agreements in connection with the SDA with ParentCo to cover certain continued corporate services provided by the Company and ParentCo to each other following the completion of the separation and distribution. In connection with the separation and distribution, the Company began to set up its own corporate functions, and pursuant to the TSA, ParentCo provided various corporate support services, including certain accounting, human resources, information technology, office and building, risk, security, tax and treasury, building security and tax services, as well as certain regulatory compliance services required during the period in which the Company remained a majority-owned subsidiary of ParentCo. Additional services may be identified from time to time and also be provided under the TSA. The charges associated with these services were not material during the three months ended March 31, 2018 , and are consistent with expenses that ParentCo has historically allocated or incurred with respect to such services. CNX Resources Receivables and Payables At March 31, 2018 and December 31, 2017 , the Company had a payable to CNX Resources Corporation of $1,003 and $12,540 , respectively, recorded in other current liabilities on the Unaudited Consolidated Balance Sheets. The Company also had a receivable from CNX Resources Corporation of $11,134 and $15,415 , of which $4,845 and $4,500 was recorded in current assets and $6,289 and $10,915 was included in other assets on the Unaudited Consolidated Balance Sheets at March 31, 2018 and December 31, 2017 , respectively. These items relate to the reimbursement of the one-time transaction costs as well as other reimbursements per the terms of the SDA. The one-time transaction costs related to the separation and distribution were approximately $40,545 for the year ended December 31, 2017 . During the three months ended March 31, 2018, the Company paid CNX Resources $18,234 for its portion of the one-time transaction costs related to the separation and distribution. Per the SDA, these costs are split equally by the two companies. These costs consist of consulting and professional fees associated with preparing for and executing the separation and distribution, as well as various other items. Corporate Allocations Prior to the completion of the separation and distribution, the Company utilized centralized functions of ParentCo to support its operations, and in return, ParentCo allocated certain of its expenses to the Company. Such expenses represent costs related, but not limited, to treasury, legal, accounting, insurance, information technology, payroll administration, human resources, incentive plans and other services. These costs, together with an allocation of ParentCo overhead costs, are included within the Selling, General and Administrative Costs caption on the Unaudited Consolidated Statements of Income. Where it was possible to specifically attribute such expenses to activities of the Company, amounts have been charged or credited directly to the Company without allocation or apportionment. Allocation of all other such expenses was based on a reasonable reflection of the utilization of service provided or benefits received by the Company during the periods presented on a consistent basis, such as a percentage of total revenue and a percentage of total projected capital expenditures. The Company's management supports the methods used in allocating expenses and believes these methods to be reasonable estimates. CONSOL Coal Resources LP In July 2015, CONSOL Coal Resources LP closed its initial public offering of 5,000,000 common units representing limited partnership interests at a price to the public of $15.00 per unit. Additionally, Greenlight Capital entered into a common unit purchase agreement with CCR pursuant to which Greenlight Capital agreed to purchase, and CCR agreed to sell, 5,000,000 common units at a price per unit equal to $15.00 , which equates to $75,000 in net proceeds. CCR's general partner is CONSOL Coal Resources GP LLC. The underwriters of the IPO filing exercised an over-allotment option of 561,067 common units to the public at $15.00 per unit. In connection with its IPO, CCR entered into a $400,000 senior secured revolving credit facility with certain lenders and PNC Bank, National Association (PNC), as administrative agent. Obligations under the revolving credit facility are guaranteed by CCR's subsidiaries (the guarantor subsidiaries) and are secured by substantially all of CCR's and CCR's subsidiaries' assets pursuant to a security agreement and various mortgages. Under the new revolving credit facility, CCR made an initial draw of $200,000 , and after origination fees of $3,000 , the net proceeds were $197,000 . The total net proceeds related to these transactions that were distributed to ParentCo were $342,711 . In September 2016, CCR and its wholly owned subsidiary, CONSOL Thermal, entered into a Contribution Agreement with ParentCo, CONSOL Pennsylvania Coal Company LLC and Conrhein Coal Company (the Contributing Parties) under which CONSOL Thermal acquired an additional 5% undivided interest in and to the Pennsylvania Mining Complex, in exchange for (i) cash consideration in the amount of $21,500 and (ii) CCR's issuance of 3,956,496 Class A Preferred Units representing limited partnership interests in CCR at an issue price of $17.01 per Class A Preferred Unit (the “Class A Preferred Unit Issue Price”), or an aggregate $67,300 in equity consideration. The Class A Preferred Unit Issue Price was calculated as the volume-weighted average trading price of CCR’s common units (the “Common Units”) over the trailing 15-day trading period ending on September 29, 2016 (or $14.79 per unit), plus a 15% premium. In October 2017, ParentCo elected to have the 3,956,496 Class A Preferred Units, representing its limited partnership interest in CCR, converted into an equal number of Common Units under the terms of the Second Amended and Restated Agreement of Limited Partnership of CCR. In connection with the PAMC acquisition, in September 2016, CCR's General Partner and CCR entered into the First Amended and Restated Omnibus Agreement (the “Amended Omnibus Agreement”) with ParentCo and certain of its subsidiaries. Under the Amended Omnibus Agreement, ParentCo indemnified CCR for certain liabilities. The Amended Omnibus Agreement also amended CCR’s obligations to ParentCo with respect to the payment of an annual administrative support fee and reimbursement for the provisions of certain management and operating services provided, in each case to reflect structural changes in how those services are provided to CCR by ParentCo. The Company assumed this agreement as part of the separation and distribution. On November 28, 2017, the Company also entered into an Affiliated Company Credit Agreement with the Partnership and certain of its subsidiaries (the Partnership Credit Parties) under which the Company provides as lender a revolving credit facility in an aggregate principal amount of up to $275 million to the Partnership Credit Parties. In connection with the completion of the separation, the Partnership drew an initial $201 million , the net proceeds of which were used to repay its then-existing senior secured revolving credit facility (the “Old Partnership Revolver”) and to provide working capital for the Partnership following the separation and for other general corporate purposes. The Affiliated Company Credit Agreement matures on February 27, 2023. Interest is charged at a flat rate of 4.25% calculated based on the average daily balance, subject to the Partnership's net leverage ratio. For the three months ended March 31, 2018 , $2,134 of interest expense is included in the Unaudited Consolidated Statements of Income. The collateral obligations under the Affiliated Company Credit Agreement generally mirror the Old Partnership Revolver, as does the list of entities that will act as guarantors thereunder. The Affiliated Company Credit Agreement is subject to financial covenants relating to a maximum first lien gross leverage ratio and a maximum total net leverage ratio, which will be calculated on a consolidated basis for the Partnership and its restricted subsidiaries at the end of each fiscal quarter. The Partnership was in compliance with each of these financial covenants at March 31, 2018 . The Affiliated Company Credit Agreement also contains a number of customary affirmative covenants and negative covenants, including limitations on the ability of the Partnership to incur additional indebtedness, grant liens, and make investments, acquisitions, dispositions, restricted payments, and prepayments of junior indebtedness (subject to certain limited exceptions). Charges for services from the Company include the following: For the Three Months Ended 2018 2017 Operating and Other Costs $ 685 $ 872 Selling, General and Administrative Costs 1,645 717 Total Services from CONSOL Energy $ 2,330 $ 1,589 Operating and Other Costs includes service costs for pension and insurance expenses. Selling, General and Administrative Costs include charges for incentive compensation, an annual administrative support fee and reimbursement for the provision of certain management and operating services provided by CNX. As of November 28, 2017, certain administrative services historically incurred by the Partnership are now incurred by CONSOL Energy and the Partnership's portion is reimbursed to CONSOL Energy. At March 31, 2018 and December 31, 2017 , CCR had a net payable to the Company in the amount of $ 935 and $ 3,071 , respectively. This payable includes reimbursements for business expenses, executive fees, stock-based compensation and other items under the omnibus agreement. |
STOCK REPURCHASE
STOCK REPURCHASE | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
STOCK REPURCHASE | STOCK REPURCHASE: In December 2017, CONSOL Energy’s Board of Directors approved a program to repurchase, from time to time, the Company's outstanding shares of common stock or its 11.00% Senior Secured Second Lien Notes due 2025, in an aggregate amount of up to $50,000 through the period ending June 30, 2019. Under the terms of the program, CONSOL Energy is permitted to make repurchases in the open market, in privately negotiated transactions, accelerated repurchase programs or in structured share repurchase programs. Any repurchases of common stock or notes are to be funded from available cash on hand or short-term borrowings. The program does not obligate CONSOL Energy to acquire any particular amount of its common stock or notes, and can be modified or suspended at any time at the Company’s discretion. The program is conducted in compliance with applicable legal requirements and within the limits imposed by any credit agreement, receivables purchase agreement or indenture and is subject to market conditions and other factors. During the three months ended March 31, 2018 , 44,000 shares were repurchased and retired at an average price of $29.19 per share. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS: On April 25, 2018, the Board of Directors of CCR's general partner declared a cash distribution to the Partnership's unitholders for the quarter ended March 31, 2018 of $0.5125 per common and subordinated unit. The cash distribution will be paid on May 15, 2018 to the unitholders of record at the close of business on May 8, 2018. |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying Unaudited Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States (“GAAP”) for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2018 are not necessarily indicative of the results that may be expected for future periods. The Consolidated Balance Sheet at December 31, 2017 has been derived from the Audited Consolidated Financial Statements at that date but does not include all disclosures required by GAAP. This Form 10-Q report should be read in conjunction with CONSOL Energy Inc.'s Annual Report on Form 10-K for the year ended December 31, 2017 , which includes all disclosures required by GAAP. |
Basis of Consolidation | Basis of Consolidation The Unaudited Consolidated Financial Statements include the accounts of CONSOL Energy Inc., and its wholly owned and majority-owned and/or controlled subsidiaries. The portion of these entities that is not owned by the Company is presented as non-controlling interest. All significant intercompany transactions and accounts between subsidiaries within the Company have been eliminated in consolidation. Prior to the separation and distribution, CONSOL Energy did not operate as a separate, standalone entity. The Company's operations were included in ParentCo's financial results. Accordingly, for all periods prior to the separation and distribution, the accompanying Unaudited Consolidated Financial Statements were prepared from ParentCo's historical accounting records and were presented on a standalone basis as if the Company's operations had been conducted independently from ParentCo. Such Unaudited Consolidated Financial Statements include the historical operations that were considered to comprise the Company's businesses, as well as certain assets and liabilities that were historically held at ParentCo's corporate level but were specifically identifiable or otherwise attributable to the Company. ParentCo's net investment in these operations is reflected as Parent Net Investment in the accompanying Unaudited Consolidated Financial Statements. All significant intercompany transactions between ParentCo and the Company were included within Parent Net Investment in the accompanying Unaudited Consolidated Financial Statements. |
Cost Allocations | Cost Allocations The description and information on cost allocations is applicable for all periods included in the Unaudited Consolidated Financial Statements prior to the separation and distribution. Prior to the completion of the separation and distribution, the Company utilized centralized functions of ParentCo to support its operations, and in return, ParentCo allocated certain of its expenses to the Company. Such expenses represent costs related, but not limited, to treasury, legal, accounting, insurance, information technology, payroll administration, human resources, incentive plans and other services. These costs, together with an allocation of ParentCo overhead costs, are included within the Selling, General and Administrative Costs caption of the Unaudited Consolidated Statements of Income. Where it was possible to specifically attribute such expenses to activities of the Company, amounts have been charged or credited directly to the Company without allocation or apportionment. Allocation of all other such expenses was based on a reasonable reflection of the utilization of service provided or benefits received by the Company during the periods presented on a consistent basis, such as a percentage of total revenue and a percentage of total projected capital expenditures. The Company's management supports the methods used in allocating expenses and believes these methods to be reasonable estimates. Nevertheless, the Unaudited Consolidated Financial Statements of CONSOL Energy Inc. may not reflect the actual expenses that would have been incurred and may not reflect CONSOL Energy Inc.'s consolidated results of operations, financial position and cash flows had it been a standalone company during the periods prior to the separation and distribution. Actual costs that would have been incurred if CONSOL Energy Inc. had been a standalone company would depend on multiple factors, including organizational structure, capital structure, and strategic decisions made in various areas, including information technology and infrastructure. Transactions between CONSOL Energy Inc. and ParentCo were included as related party transactions in the Unaudited Consolidated Financial Statements and were considered to be effectively settled for cash at the time the transaction was recorded. The total net effect of the settlement of these transactions is reflected in the accompanying Unaudited Consolidated Statements of Cash Flows as a financing activity and in the Unaudited Consolidated Balance Sheets as Parent Net Investment. Long-term employee obligations, comprised of pensions, OPEB, CWP and workers' compensation, have been allocated to CONSOL Energy Inc. on the basis of the underlying employees comprising those plans. All external debt not directly attributable to the ParentCo Coal Business has been excluded from the Unaudited Consolidated Balance Sheets of CONSOL Energy Inc. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2018, the Financial Accounting Standards Board (“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, which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the newly enacted federal corporate income tax rate under the Tax Cuts and Jobs Act. The amount of the reclassification would be the difference between the historical corporate income tax rate and the newly enacted 21% corporate income tax rate. The ASU is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, and should be applied prospectively to an award modified on or after the adoption date. Early adoption is permitted. CONSOL Energy adopted the new guidance during the three months ended March 31, 2018 and elected to make the reclassification. As a result, retained earnings increased $ 84,727 with a corresponding decrease to accumulated other comprehensive income. In January 2018, the FASB issued ASU 2018-01 - Leases (Topic 842): Land Easement Practical Expedient for Transition to Topic 842. This Update, if elected, would not require an entity to reassess the accounting treatment of existing land easements not currently accounted for as a lease under Topic 840. Once an entity adopts Topic 842, it should apply that Topic prospectively to all new (or modified) land easements to determine whether the arrangement should be accounted for as a lease. For public business entities, the amendments in this update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application of the amendments in this update is permitted for all entities. Management is currently evaluating the impact this guidance may have on the Company’s financial statements. In November 2016, the FASB issued ASU 2016-18 - Statement of Cash Flows (Topic 230) - Restricted Cash, which addressed the diversity that exists in the classification and presentation of changes in restricted cash and restricted cash equivalents on the statement of cash flows. The amendments in this Update require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendments in the Update are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. This guidance was adopted during the three months ended March 31, 2018 , and there was no material impact on the Company's consolidated financial statements. In February 2016, the FASB issued ASU 2016-02 - Leases (Topic 842), which increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Update 2016-02 does retain a distinction between finance leases and operating leases, which is substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the previous lease guidance. Retaining this distinction allows the recognition, measurement and presentation of expenses and cash flows arising from a lease to not significantly change from previous GAAP. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities, but to recognize lease expense on a straight-line basis over the lease term. For both financing and operating leases, the right-to-use asset and lease liability will be initially measured at the present value of the lease payments in the statement of financial position. The accounting applied by a lessor is largely unchanged from that applied under previous GAAP. For public business entities, the amendments in this Update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. Management is currently evaluating the impact this guidance may have on the Company’s financial statements. |
Earnings per Share | Earnings per Share Basic earnings per share are computed by dividing net income attributable to CONSOL Energy Shareholders by the weighted average shares outstanding during the reporting period. Dilutive earnings per share are computed similarly to basic earnings per share, except that the weighted average shares outstanding are increased to include additional shares from restricted stock units and performance share units, if dilutive. The number of additional shares is calculated by assuming that outstanding restricted stock units and performance share units were released, and that the proceeds from such activities were used to acquire shares of common stock at the average market price during the reporting period. |
BASIS OF PRESENTATION (Tables)
BASIS OF PRESENTATION (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Antidilutive Securities | The table below sets forth the share-based awards that have been excluded from the computation of diluted earnings per share because their effect would be anti-dilutive: For the Three Months Ended March 31, 2018 2017 Anti-Dilutive Restricted Stock Units — — Anti-Dilutive Performance Share Units 96,508 — 96,508 — |
Schedule of Basic and Dilutive Earnings Per Share | The computations for basic and dilutive earnings per share are as follows: For the Three Months Ended Amounts in thousands, except per share data March 31, 2018 2017 Numerator: Net Income $ 70,958 $ 46,445 Less: Net Income Attributable to Noncontrolling Interest 8,550 5,464 Net Income Attributable to CONSOL Energy Shareholders $ 62,408 $ 40,981 Denominator: Weighted-average shares of common stock outstanding 28,029,146 27,967,509 Effect of dilutive shares 295,724 — Weighted-average diluted shares of common stock outstanding 28,324,870 27,967,509 Earnings per Share: Basic $ 2.23 $ 1.47 Dilutive $ 2.20 $ 1.47 |
REVENUE (Tables)
REVENUE (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue by Major Source | The following table disaggregates CONSOL Energy's revenue by major source for the period ended March 31, 2018: Consolidated Coal Revenue $ 351,009 Terminal Revenue 15,221 Freight Revenue 17,887 Total Revenue from Contracts with Customers $ 384,117 |
MISCELLANEOUS OTHER INCOME (Tab
MISCELLANEOUS OTHER INCOME (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Other Income and Expenses [Abstract] | |
Schedule of Miscellaneous Other Income | For the Three Months Ended 2018 2017 Royalty Income - Non-Operated Coal $ 9,806 $ 8,697 Purchased Coal Sales 8,746 3,541 Property Easements and Option Income 4,151 392 Rental Income 1,122 8,527 Interest Income 601 590 Other 1,461 903 Miscellaneous Other Income $ 25,887 $ 22,650 |
COMPONENTS OF PENSION AND OTH32
COMPONENTS OF PENSION AND OTHER POST-EMPLOYMENT BENEFIT (OPEB) PLANS NET PERIODIC BENEFIT COSTS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Retirement Benefits [Abstract] | |
Schedule of Components of Net Periodic Benefit (Credit) Cost | Components of Net Periodic Benefit (Credit) Cost are as follows: Pension Benefits Other Post-Employment Benefits Three Months Ended Three Months Ended 2018 2017 2018 2017 Service Cost $ 288 $ 737 $ — $ — Interest Cost 5,876 6,316 4,677 5,986 Expected Return on Plan Assets (10,092 ) (10,596 ) — — Amortization of Prior Service Credits (126 ) (126 ) (601 ) (601 ) Amortization of Actuarial Loss 2,179 2,224 4,051 5,778 Net Periodic Benefit (Credit) Cost $ (1,875 ) $ (1,445 ) $ 8,127 $ 11,163 |
COMPONENTS OF COAL WORKERS_ P33
COMPONENTS OF COAL WORKERS’ PNEUMOCONIOSIS (CWP) AND WORKERS’ COMPENSATION NET PERIODIC BENEFIT COSTS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Retirement Benefits [Abstract] | |
Schedule of Components of Net Periodic Benefit Cost | Components of Net Periodic Benefit Cost are as follows: CWP Workers' Compensation Three Months Ended Three Months Ended 2018 2017 2018 2017 Service Cost $ 1,662 $ 1,280 $ 1,558 $ 1,568 Interest Cost 1,311 1,013 571 580 Amortization of Actuarial Gain (213 ) (1,908 ) (20 ) (149 ) State Administrative Fees and Insurance Bond Premiums — — 593 783 Net Periodic Benefit Cost $ 2,760 $ 385 $ 2,702 $ 2,782 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventory components consist of the following: March 31, December 31, Coal $ 17,104 $ 11,411 Supplies 43,662 42,009 Total Inventories $ 60,766 $ 53,420 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment consists of the following: March 31, December 31, Plant and Equipment $ 2,799,723 $ 2,757,062 Coal Properties and Surface Lands 858,218 857,031 Airshafts 393,347 392,266 Mine Development 344,139 344,139 Advance Mining Royalties 326,696 325,855 Total Property, Plant and Equipment 4,722,123 4,676,353 Less: Accumulated Depreciation, Depletion and Amortization 2,599,775 2,554,056 Total Property, Plant and Equipment, Net $ 2,122,348 $ 2,122,297 |
OTHER ACCRUED LIABILITIES (Tabl
OTHER ACCRUED LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | March 31, December 31, 2017 Subsidence Liability $ 87,633 $ 88,027 Longwall Equipment Buyout 23,348 22,631 Accrued Interest 16,410 10,039 Accrued Payroll and Benefits 14,511 14,689 Litigation 10,190 8,197 Accrued Other Taxes 8,486 7,510 Equipment Lease Rental 7,839 9,865 Deferred Revenue 1,967 6,807 Short-Term Incentive Compensation 1,764 4,729 Other 19,959 23,900 Current Portion of Long-Term Liabilities: Postretirement Benefits Other than Pensions 37,388 37,464 Asset Retirement Obligations 30,480 30,480 Workers' Compensation 12,912 13,317 Pneumoconiosis Benefits 12,245 12,972 Total Other Accrued Liabilities $ 285,132 $ 290,627 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | March 31, December 31, Debt: Term Loan B due in November 2022 (Principal of $399,000 and $400,000 less Unamortized Discount of $7,453 and $7,853, respectively, 7.99% Weighted Average Interest Rate) $ 391,547 $ 392,147 11.00% Senior Secured Second Lien Notes due 2025 290,000 300,000 MEDCO Revenue Bonds in Series due September 2025 at 5.75% 102,865 102,865 Term Loan A due in November 2021 (6.41% Weighted Average Interest Rate) 85,000 100,000 Advance Royalty Commitments (9.42% Weighted Average Interest Rate) 2,085 2,085 Less: Unamortized Debt Issuance Costs 19,905 21,129 851,592 875,968 Less: Amounts Due in One Year* 8,069 19,318 Long-Term Debt $ 843,523 $ 856,650 * Excludes current portion of Capital Lease Obligations of $10,317 and $3,164 at March 31, 2018 and December 31, 2017 , respectively. |
COMMITMENTS AND CONTINGENT LI38
COMMITMENTS AND CONTINGENT LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Commitment Expiration | The Company's management believes that these guarantees will expire without being funded, and therefore, the commitments will not have a material adverse effect on the Company's financial condition. Amount of Commitment Expiration Per Period Total Amounts Committed Less Than 1 Year 1-3 Years 3-5 Years Beyond 5 Years Letters of Credit: Employee-Related $ 82,266 $ 79,766 $ 2,500 $ — $ — Environmental 398 398 — — — Other 33,110 33,110 — — — Total Letters of Credit 115,774 113,274 2,500 — — Surety Bonds: Employee-Related 108,948 76,068 32,880 — — Environmental 456,350 420,439 35,911 — — Other 4,736 4,498 237 1 — Total Surety Bonds 570,034 501,005 69,028 1 — Guarantees: Other 31,202 8,961 14,936 6,575 730 Total Guarantees 31,202 8,961 14,936 6,575 730 Total Commitments $ 717,010 $ 623,240 $ 86,464 $ 6,576 $ 730 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Industry Segment Results | Industry segment results for the three months ended March 31, 2018 are: PAMC Other Adjustments and Eliminations Consolidated Coal Revenue $ 351,009 $ — $ — $ 351,009 (A) Terminal Revenue — 15,221 — 15,221 Freight Revenue 17,887 — — 17,887 Total Revenue and Freight $ 368,896 $ 15,221 $ — $ 384,117 Earnings (Loss) Before Income Tax $ 98,480 $ (21,337 ) $ — $ 77,143 Segment Assets $ 1,965,979 $ 763,137 $ — $ 2,729,116 Depreciation, Depletion and Amortization $ 43,257 $ 6,214 $ — $ 49,471 Capital Expenditures $ 19,714 $ 2,242 $ — $ 21,956 (A) Included in the PAMC segment are sales of $86,826 to Key-Con Fuels, $52,213 to Duke Energy and $39,262 to Raven Power Fort Smallwood LLC, each comprising over 10% of sales. Industry segment results for the three months ended March 31, 2017 are: PAMC Other Adjustments and Eliminations Consolidated Coal Revenue $ 316,448 $ — $ — $ 316,448 (B) Terminal Revenue — 12,886 — 12,886 Freight Revenue 12,282 — — 12,282 Total Revenue and Freight $ 328,730 $ 12,886 $ — $ 341,616 Earnings (Loss) Before Income Tax $ 61,015 $ (5,164 ) $ — $ 55,851 Segment Assets $ 1,955,172 $ 729,904 $ — $ 2,685,076 Depreciation, Depletion and Amortization $ 42,301 $ 10,692 $ — $ 52,993 Capital Expenditures $ 8,118 $ 903 $ — $ 9,021 (B) Included in the PAMC segment are sales of $57,070 to Duke Energy and sales of $54,820 to Xcoal, each comprising over 10% of sales. |
Schedule of Total Assets | Total Assets: March 31, 2018 2017 Segment assets for total reportable business segments $ 1,965,979 $ 1,955,172 Segment assets for all other business segments 504,822 539,164 Items excluded from segment assets: Cash and other investments 190,777 72 Deferred tax assets 67,538 190,668 Total Consolidated Assets $ 2,729,116 $ 2,685,076 |
FAIR VALUE OF FINANCIAL INSTR40
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Instruments Measured at Fair Value | The financial instruments measured at fair value on a recurring basis are summarized below: Fair Value Measurements at Fair Value Measurements at Description Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Murray Energy Guarantees $ — $ — $ (982 ) $ — $ — $ (1,040 ) |
Schedule of Fair Value of Financial Instruments | The carrying amounts and fair values of financial instruments for which the fair value option was not elected are as follows: March 31, 2018 December 31, 2017 Carrying Amount Fair Value Carrying Amount Fair Value Long-Term Debt $ 871,497 $ 912,091 $ 897,097 $ 931,768 |
GUARANTOR SUBSIDIARIES FINANC41
GUARANTOR SUBSIDIARIES FINANCIAL INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Income Statement | Income Statement for the Three Months Ended March 31, 2018 (unaudited): Parent Issuer Guarantor CCR Non-Guarantor Non-Guarantor Elimination Consolidated Revenues and Other Income: Coal Revenue $ — $ 263,257 $ 87,752 $ — $ — 351,009 Terminal Revenue — 15,221 — — — 15,221 Freight Revenue — 13,415 4,472 — — 17,887 Miscellaneous Other Income 90,304 11,018 2,201 — (77,636 ) 25,887 Gain on Sale of Assets — 178 76 — — 254 Total Revenue and Other Income 90,304 303,089 94,501 — (77,636 ) 410,258 Costs and Expenses: Operating and Other Costs — 176,820 52,287 695 — 229,802 Depreciation, Depletion and Amortization — 38,657 10,814 — — 49,471 Freight Expense — 13,415 4,472 — — 17,887 Selling, General and Administrative Costs — 10,464 3,020 — — 13,484 Loss on Debt Extinguishment 1,426 — — — — 1,426 Interest Expense 20,285 944 (184 ) — — 21,045 Total Costs And Expenses 21,711 240,300 70,409 695 — 333,115 Earnings Before Income Tax 68,593 62,789 24,092 (695 ) (77,636 ) 77,143 Income Tax Expense 6,185 — — — 6,185 Net Income (Loss) 62,408 62,789 24,092 (695 ) (77,636 ) 70,958 Less: Net Income Attributable to Noncontrolling Interest — — — — 8,550 8,550 Net Income (Loss) Attributable to CONSOL Energy Shareholders $ 62,408 $ 62,789 $ 24,092 $ (695 ) $ (86,186 ) $ 62,408 Income Statement for the Three Months Ended March 31, 2017 (unaudited): Parent Issuer Guarantor CCR Non-Guarantor Non-Guarantor Elimination Consolidated Revenues and Other Income: Coal Revenue $ — $ 237,336 $ 79,112 $ — $ — $ 316,448 Terminal Revenue — 12,886 — — — 12,886 Freight Revenue — 9,212 3,070 — — 12,282 Miscellaneous Other Income 50,598 6,494 1,101 — (35,543 ) 22,650 Gain on Sale of Assets 7,958 (3 ) — — 7,955 Total Revenue and Other Income 50,598 273,886 83,280 — (35,543 ) 372,221 Costs and Expenses: Operating and Other Costs — 180,111 49,883 — — 229,994 Depreciation, Depletion and Amortization — 42,472 10,521 — — 52,993 Freight Expense — 9,212 3,070 — — 12,282 Selling, General and Administrative Costs — 13,796 3,283 — — 17,079 Loss on Debt Extinguishment — — — — — — Interest Expense 211 1,354 2,457 — — 4,022 Total Costs And Expenses 211 246,945 69,214 — — 316,370 Earnings Before Income Tax 50,387 26,941 14,066 — (35,543 ) 55,851 Income Tax Expense 9,406 — — 9,406 Net Income (Loss) 40,981 26,941 14,066 — (35,543 ) 46,445 Less: Net Income Attributable to Noncontrolling Interest — — — — 5,464 5,464 Net Income (Loss) Attributable to CONSOL Energy Shareholders $ 40,981 $ 26,941 $ 14,066 $ — $ (41,007 ) $ 40,981 |
Balance Sheet | Balance Sheet at March 31, 2018 (unaudited): Parent Issuer Guarantor CCR Non-Guarantor Non-Guarantor Elimination Consolidated Assets: Current Assets: Cash and Cash Equivalents $ 190,564 $ 369 $ 748 $ 38 $ — $ 191,719 Accounts and Notes Receivable: Trade — — — 127,348 — 127,348 Other Receivables 14,645 16,283 1,431 — — 32,359 Inventories — 46,645 14,121 — — 60,766 Prepaid Expenses 7,034 13,417 4,404 — — 24,855 Total Current Assets 212,243 76,714 20,704 127,386 — 437,047 Property, Plant and Equipment: Property, Plant and Equipment — 3,802,245 919,878 — — 4,722,123 Less-Accumulated Depreciation, Depletion and Amortization — 2,106,017 493,758 — — 2,599,775 Total Property, Plant and Equipment-Net — 1,696,228 426,120 — — 2,122,348 Other Assets: Deferred Income Taxes 67,538 — — — — 67,538 Affiliated Credit Facility 156,228 — — — (156,228 ) — Investment in Affiliates 682,407 — — — (682,407 ) — Other 40,642 46,858 14,683 — — 102,183 Total Other Assets 946,815 46,858 14,683 — (838,635 ) 169,721 Total Assets $ 1,159,058 $ 1,819,800 $ 461,507 $ 127,386 $ (838,635 ) $ 2,729,116 Liabilities and Equity: Current Liabilities: Accounts Payable $ 10,521 $ 54,070 $ 17,872 $ 8 $ 2,220 $ 84,691 Accounts Payable (Recoverable)-Related Parties (2,291 ) 36,221 — 122,298 (156,228 ) — Current Portion of Long-Term Debt — 16,568 1,818 — — 18,386 Other Accrued Liabilities 106,974 136,810 43,527 — (2,179 ) 285,132 Total Current Liabilities 115,204 243,669 63,217 122,306 (156,187 ) 388,209 Long-Term Debt: 728,107 134,462 159,996 — (156,228 ) 866,337 Deferred Credits and Other Liabilities: Postretirement Benefits Other Than Pensions — 549,244 — — — 549,244 Pneumoconiosis Benefits — 146,336 4,205 — — 150,541 Asset Retirement Obligations — 221,975 9,808 — — 231,783 Workers’ Compensation — 62,827 3,453 — — 66,280 Salary Retirement 48,361 — — — — 48,361 Other — 18,570 603 — — 19,173 Total Deferred Credits and Other Liabilities 48,361 998,952 18,069 — — 1,065,382 Total CONSOL Energy Inc. Stockholders’ Equity 267,386 442,717 220,225 5,080 (668,022 ) 267,386 Noncontrolling Interest — — — — 141,802 141,802 Total Liabilities and Equity $ 1,159,058 $ 1,819,800 $ 461,507 $ 127,386 $ (838,635 ) $ 2,729,116 Balance Sheet at December 31, 2017: Parent Issuer Guarantor CCR Non-Guarantor Non-Guarantor Elimination Consolidated Assets: Current Assets: Cash and Cash Equivalents $ 152,235 $ 105 $ 1,533 $ 106 $ — $ 153,979 Accounts and Notes Receivable: Trade — — — 131,545 — 131,545 Other Receivables 17,702 16,880 1,970 — — 36,552 Inventories — 41,117 12,303 — — 53,420 Prepaid Expenses 5,745 13,568 4,428 3 — 23,744 Total Current Assets 175,682 71,670 20,234 131,654 — 399,240 Property, Plant and Equipment: Property, Plant and Equipment — 3,765,885 910,468 — — 4,676,353 Less-Accumulated Depreciation, Depletion and Amortization — 2,070,646 483,410 — — 2,554,056 Total Property, Plant and Equipment-Net — 1,695,239 427,058 — — 2,122,297 Other Assets: Deferred Income Taxes 75,065 — — — — 75,065 Affiliated Credit Facility 165,110 — — — (165,110 ) — Investment in Affiliates 645,157 — — — (645,157 ) — Other 44,177 50,846 15,474 — — 110,497 Total Other Assets 929,509 50,846 15,474 — (810,267 ) 185,562 Total Assets $ 1,105,191 $ 1,817,755 $ 462,766 $ 131,654 $ (810,267 ) $ 2,707,099 Liabilities and Equity: Current Liabilities: Accounts Payable $ 20,014 $ 66,271 $ 22,789 $ 8 $ 18 $ 109,100 Accounts Payable (Recoverable)-Related Parties (2,291 ) 36,221 — 129,139 (163,069 ) — Current Portion of Long-Term Debt — 22,405 77 — — 22,482 Other Accrued Liabilities 101,994 149,425 44,102 (20 ) (4,874 ) 290,627 Total Current Liabilities 119,717 274,322 66,968 129,127 (167,925 ) 422,209 Long-Term Debt: 728,254 135,390 165,183 1,572 (165,110 ) 865,289 Deferred Credits and Other Liabilities: Postretirement Benefits Other Than Pensions — 554,099 — — — 554,099 Pneumoconiosis Benefits — 146,035 3,833 — — 149,868 Asset Retirement Obligations — 218,728 9,615 — — 228,343 Workers’ Compensation — 63,244 3,404 — — 66,648 Salary Retirement 52,960 — — — — 52,960 Other — 23,435 607 — — 24,042 Total Deferred Credits and Other Liabilities 52,960 1,005,541 17,459 — — 1,075,960 Total CONSOL Energy Inc. Stockholders’ Equity 204,260 402,502 213,156 955 (616,613 ) 204,260 Noncontrolling Interest — — — — 139,381 139,381 Total Liabilities and Equity $ 1,105,191 $ 1,817,755 $ 462,766 $ 131,654 $ (810,267 ) $ 2,707,099 |
Condensed Statement of Cash Flows | Condensed Statement of Cash Flows for the Three Months Ended March 31, 2017 (unaudited): Parent Issuer Guarantor CCR Non-Guarantor Non-Guarantor Elimination Consolidated Net Cash Provided by (Used in) Operating Activities $ (4,643 ) $ 35,518 $ 17,662 $ — $ — $ 48,537 Cash Flows from Investing Activities: Capital Expenditures — (6,991 ) (2,030 ) — — (9,021 ) Proceeds From Sales of Assets — 9,709 — — — 9,709 (Investments in), net of Distributions from, Equity Affiliates 20,226 (20,226 ) — — — — Net Cash (Used in) Provided by Investing Activities 20,226 (17,508 ) (2,030 ) — — 688 Cash Flows from Financing Activities: Payments on Capitalized Lease Obligations (896 ) 922 (26 ) — — — Net (Payments on) Proceeds from Revolver - MLP — — (4,000 ) — — (4,000 ) Distributions to Noncontrolling Interest — — (14,050 ) — 8,583 (5,467 ) Shares/Units Withheld for Taxes — — (807 ) — — (807 ) Intercompany Contributions/(Distributions) 45,624 (45,624 ) — — — — Other Parent Net Distributions (45,624 ) — — — — (45,624 ) Debt Issuance and Financing Fees (7,995 ) 7,995 — — — — Net Cash (Used in) Provided by Financing Activities $ (8,891 ) $ (36,707 ) $ (18,883 ) $ — $ 8,583 $ (55,898 ) ndensed Statement of Cash Flows for the Three Months Ended March 31, 2018 (unaudited): Parent Issuer Guarantor CCR Non-Guarantor Non-Guarantor Elimination Consolidated Net Cash Provided by (Used in) Operating Activities $ (2,305 ) $ 88,774 $ 29,264 $ — $ — $ 115,733 Cash Flows from Investing Activities: Capital Expenditures — (17,027 ) (4,929 ) — — (21,956 ) Proceeds From Sales of Assets — 318 75 — — 393 (Investments in), net of Distributions from, Equity Affiliates (2,048 ) 2,048 — — — — Net Cash (Used in) Provided by Investing Activities (2,048 ) (14,661 ) (4,854 ) — — (21,563 ) Cash Flows from Financing Activities: Payments on Capitalized Lease Obligations — (999 ) (367 ) — — (1,366 ) Affiliated Credit Facility — — (9,583 ) — 9,583 — Payments on PNC Term Loan A (15,000 ) — — — — (15,000 ) Payments on PNC Term Loan B (1,000 ) — — — — (1,000 ) Buyback of Second Lien Notes (10,000 ) — — — — (10,000 ) Distributions to Noncontrolling Interest — — (14,346 ) — 8,759 (5,587 ) Shares/Units Withheld for Taxes — (1,889 ) (899 ) — — (2,788 ) Intercompany Contributions/(Distributions) 72,317 (72,317 ) — — — — Spin Distribution to CNX Resources (1,595 ) (16,639 ) — — — (18,234 ) Repurchases of Common Stock (1,285 ) — — — — (1,285 ) Debt-Related Financing Fees (755 ) (415 ) — — — (1,170 ) Net Cash (Used in) Provided by Financing Activities $ 42,682 $ (92,259 ) $ (25,195 ) $ — $ 18,342 $ (56,430 ) |
Statement of Comprehensive Income | Statement of Comprehensive Income for the Three Months Ended March 31, 2017 (unaudited): Parent Issuer Guarantor CCR Non-Guarantor Non- Elimination Consolidated Net (Loss) Income $ 40,981 $ 26,941 $ 14,066 $ — $ (35,543 ) $ 46,445 Other Comprehensive (Loss) Income: Net Actuarial Loss (Gain) 3,414 — 39 — (39 ) 3,414 Other Comprehensive (Loss) Income: 3,414 — 39 — (39 ) 3,414 Comprehensive (Loss) Income 44,395 26,941 14,105 — (35,582 ) 49,859 Less: Comprehensive Income Attributable to Noncontrolling Interest — — — — 5,452 5,452 Comprehensive (Loss) Income Attributable to CONSOL Energy Inc. Shareholders $ 44,395 $ 26,941 $ 14,105 $ — $ (41,034 ) $ 44,407 Statement of Comprehensive Income for the Three Months Ended March 31, 2018 (unaudited): Parent Issuer Guarantor CCR Non-Guarantor Non- Elimination Consolidated Net (Loss) Income $ 62,408 $ 62,789 $ 24,092 $ (695 ) $ (77,636 ) $ 70,958 Other Comprehensive (Loss) Income: Net Actuarial Loss (Gain) 3,999 — (2 ) — — 3,997 Other Comprehensive (Loss) Income: 3,999 — (2 ) — — 3,997 Comprehensive (Loss) Income 66,407 62,789 24,090 (695 ) (77,636 ) 74,955 Less: Comprehensive Income Attributable to Noncontrolling Interest — — — — 8,548 8,548 Comprehensive (Loss) Income Attributable to CONSOL Energy Inc. Shareholders $ 66,407 $ 62,789 $ 24,090 $ (695 ) $ (86,184 ) $ 66,407 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Charges for services from the Company include the following: For the Three Months Ended 2018 2017 Operating and Other Costs $ 685 $ 872 Selling, General and Administrative Costs 1,645 717 Total Services from CONSOL Energy $ 2,330 $ 1,589 |
BASIS OF PRESENTATION - Narrati
BASIS OF PRESENTATION - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | |
Dec. 31, 2016business | Mar. 31, 2018USD ($)businessshares | Mar. 31, 2017shares | |
Related Party Transaction [Line Items] | |||
Number of independent businesses | business | 2 | ||
Common stock distributed in completion of separation agreement (in shares) | 28,029,146 | 27,967,509 | |
Preferred stock, shares authorized | 500,000 | ||
Preferred stock, shares issued | 0 | ||
Preferred stock, shares outstanding | 0 | ||
ParentCo | |||
Related Party Transaction [Line Items] | |||
Number of independent businesses | business | 2 | ||
CNX Coal Resources LP | Pennsylvania Mining Operations | |||
Related Party Transaction [Line Items] | |||
Ownership percentage | 25.00% | ||
Retained Earnings | Accounting Standards Update 2018-02 | |||
Related Party Transaction [Line Items] | |||
Cumulative effect adjustments | $ | $ 84,727 | ||
Accumulated Other Comprehensive (Loss) Income | Accounting Standards Update 2018-02 | |||
Related Party Transaction [Line Items] | |||
Cumulative effect adjustments | $ | $ (84,727) |
BASIS OF PRESENTATION - Schedul
BASIS OF PRESENTATION - Schedule of Antidilutive Securities (Details) - shares | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from calculation of earnings per share (in shares) | 96,508 | 0 |
Anti-Dilutive Restricted Stock Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from calculation of earnings per share (in shares) | 0 | 0 |
Anti-Dilutive Performance Share Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from calculation of earnings per share (in shares) | 96,508 | 0 |
BASIS OF PRESENTATION - Sched45
BASIS OF PRESENTATION - Schedule of Basic and Dilutive Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Numerator: | ||
Net Income (Loss) | $ 70,958 | $ 46,445 |
Less: Net Income Attributable to Noncontrolling Interest | 8,550 | 5,464 |
Net Income Attributable to CONSOL Energy Inc. Shareholders | $ 62,408 | $ 40,981 |
Denominator: | ||
Weighted-average shares of common stock outstanding (in shares) | 28,029,146 | 27,967,509 |
Effect of dilutive shares (in shares) | 295,724 | 0 |
Weighted-average diluted shares of common stock outstanding (in shares) | 28,324,870 | 27,967,509 |
Earnings per Share: | ||
Basic (in dollars per share) | $ 2.23 | $ 1.47 |
Dilutive (in dollars per share) | $ 2.20 | $ 1.47 |
REVENUE (Details)
REVENUE (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Disaggregation of Revenue [Line Items] | |
Total Revenue from Contracts with Customers | $ 384,117 |
Coal Revenue [Member] | |
Disaggregation of Revenue [Line Items] | |
Total Revenue from Contracts with Customers | 351,009 |
Terminal Revenue [Member] | |
Disaggregation of Revenue [Line Items] | |
Total Revenue from Contracts with Customers | 15,221 |
Freight Revenue [Member] | |
Disaggregation of Revenue [Line Items] | |
Total Revenue from Contracts with Customers | $ 17,887 |
MISCELLANEOUS OTHER INCOME (Det
MISCELLANEOUS OTHER INCOME (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Other Income and Expenses [Abstract] | ||
Royalty Income - Non-Operated Coal | $ 9,806 | $ 8,697 |
Purchased Coal Sales | 8,746 | 3,541 |
Property Easements and Option Income | 4,151 | 392 |
Rental Income | 1,122 | 8,527 |
Interest Income | 601 | 590 |
Other | 1,461 | 903 |
Miscellaneous Other Income | $ 25,887 | $ 22,650 |
COMPONENTS OF PENSION AND OTH48
COMPONENTS OF PENSION AND OTHER POST-EMPLOYMENT BENEFIT (OPEB) PLANS NET PERIODIC BENEFIT COSTS - Schedule of Components of Net Periodic Benefit (Credit) Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Pension Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service Cost | $ 288 | $ 737 |
Interest Cost | 5,876 | 6,316 |
Expected Return on Plan Assets | (10,092) | (10,596) |
Amortization of Prior Service Credits | (126) | (126) |
Amortization of Actuarial Loss | 2,179 | 2,224 |
Net Periodic Benefit (Credit) Cost | (1,875) | (1,445) |
Other Post-Employment Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service Cost | 0 | 0 |
Interest Cost | 4,677 | 5,986 |
Expected Return on Plan Assets | 0 | 0 |
Amortization of Prior Service Credits | (601) | (601) |
Amortization of Actuarial Loss | 4,051 | 5,778 |
Net Periodic Benefit (Credit) Cost | $ 8,127 | $ 11,163 |
COMPONENTS OF COAL WORKERS_ P49
COMPONENTS OF COAL WORKERS’ PNEUMOCONIOSIS (CWP) AND WORKERS’ COMPENSATION NET PERIODIC BENEFIT COSTS (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
CWP | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Service Cost | $ 1,662 | $ 1,280 |
Interest Cost | 1,311 | 1,013 |
Amortization of Actuarial Gain | (213) | (1,908) |
State Administrative Fees and Insurance Bond Premiums | 0 | 0 |
Net Periodic Benefit (Credit) Cost | 2,760 | 385 |
Workers' Compensation | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Service Cost | 1,558 | 1,568 |
Interest Cost | 571 | 580 |
Amortization of Actuarial Gain | (20) | (149) |
State Administrative Fees and Insurance Bond Premiums | 593 | 783 |
Net Periodic Benefit (Credit) Cost | $ 2,702 | $ 2,782 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Effective tax rate (as a percent) | 8.00% | 16.80% | |
Statutory rate (as a percent) | 21.00% | 35.00% | |
Deferred tax expense | $ 58,558 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Coal | $ 17,104 | $ 11,411 |
Supplies | 43,662 | 42,009 |
Total Inventories | $ 60,766 | $ 53,420 |
ACCOUNTS RECEIVABLE SECURITIZ52
ACCOUNTS RECEIVABLE SECURITIZATION (Details) - Line of Credit - Accounts Receivable Securitization Facility - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Short-term Debt [Line Items] | ||
Maximum borrowing capacity | $ 100,000,000 | |
Security facility program fee (as a percent) | 4.00% | |
Unused commitment fee (as a percent) | 0.60% | |
Accounts receivable eligible for securitization | $ 61,398,000 | $ 60,582,000 |
Outstanding borrowings | 0 | 0 |
Letters of credit outstanding | 61,398,000 | 60,582,000 |
Borrowings and issuance of letters of credit remaining capacity | 0 | $ 0 |
Costs associated with receivables facility | $ 666,000 |
PROPERTY, PLANT AND EQUIPMENT53
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Total Property, Plant and Equipment | $ 4,722,123 | $ 4,676,353 | |
Less: Accumulated Depreciation, Depletion and Amortization | 2,599,775 | 2,554,056 | |
Total Property, Plant and Equipment—Net | 2,122,348 | 2,122,297 | |
Gross assets under capital lease | 26,255 | 3,559 | |
Accumulated amortization for capital leases | 4,215 | 2,839 | |
Amortization expense for assets under capital lease | 1,376 | $ 113 | |
Plant and Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Total Property, Plant and Equipment | 2,799,723 | 2,757,062 | |
Coal Properties and Surface Lands | |||
Property, Plant and Equipment [Line Items] | |||
Total Property, Plant and Equipment | 858,218 | 857,031 | |
Airshafts | |||
Property, Plant and Equipment [Line Items] | |||
Total Property, Plant and Equipment | 393,347 | 392,266 | |
Mine Development | |||
Property, Plant and Equipment [Line Items] | |||
Total Property, Plant and Equipment | 344,139 | 344,139 | |
Advance Mining Royalties | |||
Property, Plant and Equipment [Line Items] | |||
Total Property, Plant and Equipment | $ 326,696 | $ 325,855 |
OTHER ACCRUED LIABILITIES (Deta
OTHER ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Payables and Accruals [Abstract] | ||
Subsidence Liability | $ 87,633 | $ 88,027 |
Longwall Equipment Buyout | 23,348 | 22,631 |
Accrued Interest | 16,410 | 10,039 |
Accrued Payroll and Benefits | 14,511 | 14,689 |
Litigation | 10,190 | 8,197 |
Accrued Other Taxes | 8,486 | 7,510 |
Equipment Lease Rental | 7,839 | 9,865 |
Deferred Revenue | 1,967 | 6,807 |
Short-Term Incentive Compensation | 1,764 | 4,729 |
Other | 19,959 | 23,900 |
Current Portion of Long-Term Liabilities: | ||
Postretirement Benefits Other than Pensions | 37,388 | 37,464 |
Asset Retirement Obligations | 30,480 | 30,480 |
Workers' Compensation | 12,912 | 13,317 |
Pneumoconiosis Benefits | 12,245 | 12,972 |
Total Other Accrued Liabilities | $ 285,132 | $ 290,627 |
LONG-TERM DEBT - Schedule of Lo
LONG-TERM DEBT - Schedule of Long-term Debt (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 | Nov. 30, 2017 |
Debt Instrument [Line Items] | |||
Long-term debt | $ 851,592,000 | $ 875,968,000 | |
Less: Unamortized Debt Issuance Costs | 19,905,000 | 21,129,000 | |
Less amounts due in one year | 8,069,000 | 19,318,000 | |
Long-Term Debt | 843,523,000 | 856,650,000 | |
Current portion of capital lease obligations | 10,317,000 | 3,164,000 | |
Loans Payable | Term Loan B | |||
Debt Instrument [Line Items] | |||
Long-term debt | 391,547,000 | 392,147,000 | |
Principal | 399,000,000 | 400,000,000 | |
Unamortized discount | $ 7,453,000 | 7,853,000 | |
Weighted average interest rate (as a percent) | 7.99% | ||
Loans Payable | MEDCO Revenue Bonds in Series due September 2025 at 5.75% | |||
Debt Instrument [Line Items] | |||
Long term debt, carrying amount | $ 102,865,000 | 102,865,000 | |
Stated interest rate (as a percent) | 5.75% | ||
Loans Payable | Term Loan A | |||
Debt Instrument [Line Items] | |||
Long term debt, carrying amount | $ 85,000,000 | 100,000,000 | |
Principal | $ 100,000,000 | ||
Weighted average interest rate (as a percent) | 6.41% | ||
Loans Payable | Advance royalty commitments | |||
Debt Instrument [Line Items] | |||
Long term debt, carrying amount | $ 2,085,000 | 2,085,000 | |
Weighted average interest rate (as a percent) | 9.42% | ||
Senior Notes | Senior Secured Second Lien Notes due 2025 | |||
Debt Instrument [Line Items] | |||
Long term debt, carrying amount | $ 290,000,000 | $ 300,000,000 | |
Principal | $ 300,000,000 | $ 300,000,000 | |
Stated interest rate (as a percent) | 11.00% | 11.00% |
LONG-TERM DEBT - Narrative (Det
LONG-TERM DEBT - Narrative (Details) | 3 Months Ended | ||||||
Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2017USD ($) | Nov. 30, 2017USD ($) | |
Debt Instrument [Line Items] | |||||||
Undivided interest (as a percent) | 75.00% | ||||||
Loss on Debt Extinguishment | $ 1,426,000 | $ 0 | |||||
Loans Payable | Term Loan A | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 100,000,000 | ||||||
Principal | 100,000,000 | ||||||
Accelerated payment | 11,250,000 | ||||||
Loans Payable | Term Loan B | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | 400,000,000 | ||||||
Principal | 399,000,000 | $ 400,000,000 | |||||
Senior Notes | Senior Secured Second Lien Notes due 2025 | |||||||
Debt Instrument [Line Items] | |||||||
Principal | $ 300,000,000 | $ 300,000,000 | |||||
Stated interest rate (as a percent) | 11.00% | 11.00% | |||||
Debt repurchased | $ 10,000,000 | ||||||
Revolving Credit Facility | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 300,000,000 | ||||||
First lien gross leverage ratio, maximum | 2.25 | ||||||
First lien gross leverage ratio, actual | 1.45 | ||||||
Total net leverage ratio, maximum | 3.25 | ||||||
Total net leverage ratio, actual | 2.03 | ||||||
Fixed charge coverage ratio, minimum | 1 | ||||||
Debt Instrument, Covenant, Fixed Charge Coverage Ratio, Actual | 2.53 | ||||||
Outstanding borrowings | $ 0 | 0 | |||||
Letters of credit outstanding | 54,355,000 | 27,426,000 | |||||
Borrowings and issuance of letters of credit remaining capacity | $ 245,645,000 | $ 272,574,000 | |||||
Revolving Credit Facility | Line of Credit | Scenario, Forecast | |||||||
Debt Instrument [Line Items] | |||||||
First lien gross leverage ratio, maximum | 1.75 | 2 | |||||
Total net leverage ratio, maximum | 2.75 | 3 | |||||
Fixed charge coverage ratio, minimum | 1.10 | 1.05 |
COMMITMENTS AND CONTINGENT LI57
COMMITMENTS AND CONTINGENT LIABILITIES - Narrative (Details) $ in Thousands | Aug. 23, 2017plaintiff | Apr. 24, 2017plaintiff | Mar. 31, 2018USD ($)mine | Dec. 31, 2017USD ($) |
Loss Contingencies [Line Items] | ||||
Number of mines sold | mine | 5 | |||
Fair value of guarantees | $ | $ 982 | $ 1,040 | ||
Fitzwater Litigation | Pending Litigation | ||||
Loss Contingencies [Line Items] | ||||
Number of plaintiffs | 3 | |||
Casey Litigation | Pending Litigation | ||||
Loss Contingencies [Line Items] | ||||
Number of plaintiffs | 2 |
COMMITMENTS AND CONTINGENT LI58
COMMITMENTS AND CONTINGENT LIABILITIES - Schedule of Commitment Expiration (Details) $ in Thousands | Mar. 31, 2018USD ($) |
Guarantor Obligations [Line Items] | |
Total Amounts Committed | $ 717,010 |
Less Than 1 Year | 623,240 |
1-3 Years | 86,464 |
3-5 Years | 6,576 |
Beyond 5 Years | 730 |
Letters of Credit | |
Guarantor Obligations [Line Items] | |
Total Amounts Committed | 115,774 |
Less Than 1 Year | 113,274 |
1-3 Years | 2,500 |
3-5 Years | 0 |
Beyond 5 Years | 0 |
Letters of Credit | Employee-Related | |
Guarantor Obligations [Line Items] | |
Total Amounts Committed | 82,266 |
Less Than 1 Year | 79,766 |
1-3 Years | 2,500 |
3-5 Years | 0 |
Beyond 5 Years | 0 |
Letters of Credit | Environmental | |
Guarantor Obligations [Line Items] | |
Total Amounts Committed | 398 |
Less Than 1 Year | 398 |
1-3 Years | 0 |
3-5 Years | 0 |
Beyond 5 Years | 0 |
Letters of Credit | Other | |
Guarantor Obligations [Line Items] | |
Total Amounts Committed | 33,110 |
Less Than 1 Year | 33,110 |
1-3 Years | 0 |
3-5 Years | 0 |
Beyond 5 Years | 0 |
Surety Bonds | |
Guarantor Obligations [Line Items] | |
Total Amounts Committed | 570,034 |
Less Than 1 Year | 501,005 |
1-3 Years | 69,028 |
3-5 Years | 1 |
Beyond 5 Years | 0 |
Surety Bonds | Employee-Related | |
Guarantor Obligations [Line Items] | |
Total Amounts Committed | 108,948 |
Less Than 1 Year | 76,068 |
1-3 Years | 32,880 |
3-5 Years | 0 |
Beyond 5 Years | 0 |
Surety Bonds | Environmental | |
Guarantor Obligations [Line Items] | |
Total Amounts Committed | 456,350 |
Less Than 1 Year | 420,439 |
1-3 Years | 35,911 |
3-5 Years | 0 |
Beyond 5 Years | 0 |
Surety Bonds | Other | |
Guarantor Obligations [Line Items] | |
Total Amounts Committed | 4,736 |
Less Than 1 Year | 4,498 |
1-3 Years | 237 |
3-5 Years | 1 |
Beyond 5 Years | 0 |
Guarantees | |
Guarantor Obligations [Line Items] | |
Total Amounts Committed | 31,202 |
Less Than 1 Year | 8,961 |
1-3 Years | 14,936 |
3-5 Years | 6,575 |
Beyond 5 Years | 730 |
Guarantees | Other | |
Guarantor Obligations [Line Items] | |
Total Amounts Committed | 31,202 |
Less Than 1 Year | 8,961 |
1-3 Years | 14,936 |
3-5 Years | 6,575 |
Beyond 5 Years | $ 730 |
SEGMENT INFORMATION - Narrative
SEGMENT INFORMATION - Narrative (Details) | 3 Months Ended |
Mar. 31, 2018segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 1 |
SEGMENT INFORMATION - Schedule
SEGMENT INFORMATION - Schedule of Industry Segment Results (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||
Coal Revenue | $ 351,009 | $ 316,448 | |
Terminal Revenue | 15,221 | 12,886 | |
Freight Revenue | 17,887 | 12,282 | |
Total Revenue and Freight | 384,117 | 341,616 | |
Earnings (Loss) Before Income Tax | 77,143 | 55,851 | |
Segment Assets | 2,729,116 | 2,685,076 | $ 2,707,099 |
Depreciation, Depletion and Amortization | 49,471 | 52,993 | |
Capital Expenditures | 21,956 | 9,021 | |
PAMC | |||
Segment Reporting Information [Line Items] | |||
Coal Revenue | 351,009 | 316,448 | |
Terminal Revenue | 0 | 0 | |
Freight Revenue | 17,887 | 12,282 | |
Total Revenue and Freight | 368,896 | 328,730 | |
Earnings (Loss) Before Income Tax | 98,480 | 61,015 | |
Segment Assets | 1,965,979 | 1,955,172 | |
Depreciation, Depletion and Amortization | 43,257 | 42,301 | |
Capital Expenditures | 19,714 | 8,118 | |
Corporate and Other | |||
Segment Reporting Information [Line Items] | |||
Coal Revenue | 0 | 0 | |
Terminal Revenue | 15,221 | 12,886 | |
Freight Revenue | 0 | 0 | |
Total Revenue and Freight | 15,221 | 12,886 | |
Earnings (Loss) Before Income Tax | (21,337) | (5,164) | |
Segment Assets | 763,137 | 729,904 | |
Depreciation, Depletion and Amortization | 6,214 | 10,692 | |
Capital Expenditures | 2,242 | 903 | |
Key-Con Fuels | Sales Revenue, Goods, Net | Customer Concentration Risk | |||
Segment Reporting Information [Line Items] | |||
Coal Revenue | 86,826 | ||
Duke Energy | Sales Revenue, Goods, Net | Customer Concentration Risk | |||
Segment Reporting Information [Line Items] | |||
Coal Revenue | 52,213 | 57,070 | |
Raven Power Fort Smallwood LLC | Sales Revenue, Goods, Net | Customer Concentration Risk | |||
Segment Reporting Information [Line Items] | |||
Coal Revenue | $ 39,262 | ||
Xcoal | Sales Revenue, Goods, Net | Customer Concentration Risk | |||
Segment Reporting Information [Line Items] | |||
Coal Revenue | $ 54,820 |
SEGMENT INFORMATION - Schedul61
SEGMENT INFORMATION - Schedule of Total Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 |
Items excluded from segment assets: | |||
Deferred tax assets | $ 67,538 | $ 75,065 | |
Segment Assets | 2,729,116 | $ 2,707,099 | $ 2,685,076 |
Corporate Reconciling Items and Eliminations | |||
Items excluded from segment assets: | |||
Cash and other investments | 190,777 | 72 | |
Deferred tax assets | 67,538 | 190,668 | |
Reportable Segments | Operating Segments | |||
Items excluded from segment assets: | |||
Segment Assets | 1,965,979 | 1,955,172 | |
All Other Segments | Operating Segments | |||
Items excluded from segment assets: | |||
Segment Assets | $ 504,822 | $ 539,164 |
FAIR VALUE OF FINANCIAL INSTR62
FAIR VALUE OF FINANCIAL INSTRUMENTS - Schedule of Financial Instruments Measured at Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Murray Energy Guarantees | $ (982) | $ (1,040) |
Fair Value Recurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Murray Energy Guarantees | 0 | 0 |
Fair Value Recurring | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Murray Energy Guarantees | 0 | 0 |
Fair Value Recurring | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Murray Energy Guarantees | $ (982) | $ (1,040) |
FAIR VALUE OF FINANCIAL INSTR63
FAIR VALUE OF FINANCIAL INSTRUMENTS - Schedule of Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-Term Debt, Carrying Amount | $ 871,497 | $ 897,097 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-Term Debt, Fair Value | $ 912,091 | $ 931,768 |
GUARANTOR SUBSIDIARIES FINANC64
GUARANTOR SUBSIDIARIES FINANCIAL INFORMATION - Narrative (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 | Nov. 30, 2017 |
Loans Payable | Term Loan B | |||
Condensed Financial Statements, Captions [Line Items] | |||
Debt instrument face value | $ 399,000,000 | $ 400,000,000 | |
Unamortized bond discount | 7,453,000 | $ 7,853,000 | |
Loans Payable | Term Loan A | |||
Condensed Financial Statements, Captions [Line Items] | |||
Debt instrument face value | 100,000,000 | ||
Senior Notes | Senior Secured Second Lien Notes due 2025 | |||
Condensed Financial Statements, Captions [Line Items] | |||
Debt instrument face value | $ 300,000,000 | $ 300,000,000 | |
Stated interest rate (as a percent) | 11.00% | 11.00% |
GUARANTOR SUBSIDIARIES FINANC65
GUARANTOR SUBSIDIARIES FINANCIAL INFORMATION - Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenue and Other Income: | ||
Coal Revenue | $ 351,009 | $ 316,448 |
Terminal Revenue | 15,221 | 12,886 |
Freight Revenue | 17,887 | 12,282 |
Miscellaneous Other Income | 25,887 | 22,650 |
Gain on Sale of Assets | 254 | 7,955 |
Total Revenue and Other Income | 410,258 | 372,221 |
Costs and Expenses: | ||
Operating and Other Costs | 229,802 | 229,994 |
Depreciation, Depletion and Amortization | 49,471 | 52,993 |
Freight Expense | 17,887 | 12,282 |
Selling, General and Administrative Costs | 13,484 | 17,079 |
Loss on Debt Extinguishment | 1,426 | 0 |
Interest Expense, net | 21,045 | 4,022 |
Total Costs and Expenses | 333,115 | 316,370 |
Earnings Before Income Tax | 77,143 | 55,851 |
Income Tax Expense | 6,185 | 9,406 |
Net Income | 70,958 | 46,445 |
Less: Net Income Attributable to Noncontrolling Interest | 8,550 | 5,464 |
Net Income Attributable to CONSOL Energy Inc. Shareholders | 62,408 | 40,981 |
Elimination | ||
Revenue and Other Income: | ||
Coal Revenue | 0 | 0 |
Terminal Revenue | 0 | 0 |
Freight Revenue | 0 | 0 |
Miscellaneous Other Income | (77,636) | (35,543) |
Gain on Sale of Assets | 0 | 0 |
Total Revenue and Other Income | (77,636) | (35,543) |
Costs and Expenses: | ||
Operating and Other Costs | 0 | 0 |
Depreciation, Depletion and Amortization | 0 | 0 |
Freight Expense | 0 | 0 |
Selling, General and Administrative Costs | 0 | 0 |
Loss on Debt Extinguishment | 0 | 0 |
Interest Expense, net | 0 | 0 |
Total Costs and Expenses | 0 | 0 |
Earnings Before Income Tax | (77,636) | (35,543) |
Income Tax Expense | 0 | 0 |
Net Income | (77,636) | (35,543) |
Less: Net Income Attributable to Noncontrolling Interest | 8,550 | 5,464 |
Net Income Attributable to CONSOL Energy Inc. Shareholders | (86,186) | (41,007) |
Parent Issuer | Reportable Legal Entities | ||
Revenue and Other Income: | ||
Coal Revenue | 0 | 0 |
Terminal Revenue | 0 | 0 |
Freight Revenue | 0 | 0 |
Miscellaneous Other Income | 90,304 | 50,598 |
Gain on Sale of Assets | 0 | |
Total Revenue and Other Income | 90,304 | 50,598 |
Costs and Expenses: | ||
Operating and Other Costs | 0 | 0 |
Depreciation, Depletion and Amortization | 0 | 0 |
Freight Expense | 0 | 0 |
Selling, General and Administrative Costs | 0 | 0 |
Loss on Debt Extinguishment | 1,426 | 0 |
Interest Expense, net | 20,285 | 211 |
Total Costs and Expenses | 21,711 | 211 |
Earnings Before Income Tax | 68,593 | 50,387 |
Income Tax Expense | 6,185 | 9,406 |
Net Income | 62,408 | 40,981 |
Less: Net Income Attributable to Noncontrolling Interest | 0 | 0 |
Net Income Attributable to CONSOL Energy Inc. Shareholders | 62,408 | 40,981 |
Guarantor | Reportable Legal Entities | ||
Revenue and Other Income: | ||
Coal Revenue | 263,257 | 237,336 |
Terminal Revenue | 15,221 | 12,886 |
Freight Revenue | 13,415 | 9,212 |
Miscellaneous Other Income | 11,018 | 6,494 |
Gain on Sale of Assets | 178 | 7,958 |
Total Revenue and Other Income | 303,089 | 273,886 |
Costs and Expenses: | ||
Operating and Other Costs | 176,820 | 180,111 |
Depreciation, Depletion and Amortization | 38,657 | 42,472 |
Freight Expense | 13,415 | 9,212 |
Selling, General and Administrative Costs | 10,464 | 13,796 |
Loss on Debt Extinguishment | 0 | 0 |
Interest Expense, net | 944 | 1,354 |
Total Costs and Expenses | 240,300 | 246,945 |
Earnings Before Income Tax | 62,789 | 26,941 |
Income Tax Expense | 0 | |
Net Income | 62,789 | 26,941 |
Less: Net Income Attributable to Noncontrolling Interest | 0 | 0 |
Net Income Attributable to CONSOL Energy Inc. Shareholders | 62,789 | 26,941 |
Non-Guarantor | Reportable Legal Entities | ||
Revenue and Other Income: | ||
Coal Revenue | 0 | 0 |
Terminal Revenue | 0 | 0 |
Freight Revenue | 0 | 0 |
Miscellaneous Other Income | 0 | 0 |
Gain on Sale of Assets | 0 | 0 |
Total Revenue and Other Income | 0 | 0 |
Costs and Expenses: | ||
Operating and Other Costs | 695 | 0 |
Depreciation, Depletion and Amortization | 0 | 0 |
Freight Expense | 0 | 0 |
Selling, General and Administrative Costs | 0 | 0 |
Loss on Debt Extinguishment | 0 | 0 |
Interest Expense, net | 0 | 0 |
Total Costs and Expenses | 695 | 0 |
Earnings Before Income Tax | (695) | 0 |
Income Tax Expense | 0 | 0 |
Net Income | (695) | 0 |
Less: Net Income Attributable to Noncontrolling Interest | 0 | 0 |
Net Income Attributable to CONSOL Energy Inc. Shareholders | (695) | 0 |
Non-Guarantor | CCR Non-Guarantor | Reportable Legal Entities | ||
Revenue and Other Income: | ||
Coal Revenue | 87,752 | 79,112 |
Terminal Revenue | 0 | 0 |
Freight Revenue | 4,472 | 3,070 |
Miscellaneous Other Income | 2,201 | 1,101 |
Gain on Sale of Assets | 76 | (3) |
Total Revenue and Other Income | 94,501 | 83,280 |
Costs and Expenses: | ||
Operating and Other Costs | 52,287 | 49,883 |
Depreciation, Depletion and Amortization | 10,814 | 10,521 |
Freight Expense | 4,472 | 3,070 |
Selling, General and Administrative Costs | 3,020 | 3,283 |
Loss on Debt Extinguishment | 0 | 0 |
Interest Expense, net | (184) | 2,457 |
Total Costs and Expenses | 70,409 | 69,214 |
Earnings Before Income Tax | 24,092 | 14,066 |
Net Income | 24,092 | 14,066 |
Less: Net Income Attributable to Noncontrolling Interest | 0 | 0 |
Net Income Attributable to CONSOL Energy Inc. Shareholders | $ 24,092 | $ 14,066 |
GUARANTOR SUBSIDIARIES FINANC66
GUARANTOR SUBSIDIARIES FINANCIAL INFORMATION - Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Current Assets: | ||||
Cash and Cash Equivalents | $ 191,719 | $ 153,979 | $ 6,638 | $ 13,311 |
Trade | 127,348 | 131,545 | ||
Other Receivables | 32,359 | 36,552 | ||
Inventories | 60,766 | 53,420 | ||
Prepaid Expenses | 24,855 | 23,744 | ||
Total Current Assets | 437,047 | 399,240 | ||
Property, Plant and Equipment: | ||||
Property, Plant and Equipment | 4,722,123 | 4,676,353 | ||
Less—Accumulated Depreciation, Depletion and Amortization | 2,599,775 | 2,554,056 | ||
Total Property, Plant and Equipment—Net | 2,122,348 | 2,122,297 | ||
Other Assets: | ||||
Deferred Income Taxes | 67,538 | 75,065 | ||
Affiliated Credit Facility | 0 | 0 | ||
Investment in Affiliates | 0 | 0 | ||
Other | 102,183 | 110,497 | ||
Total Other Assets | 169,721 | 185,562 | ||
TOTAL ASSETS | 2,729,116 | 2,707,099 | $ 2,685,076 | |
Current Liabilities: | ||||
Accounts Payable | 84,691 | 109,100 | ||
Accounts Payable (Recoverable)-Related Parties | 0 | 0 | ||
Current Portion of Long-Term Debt | 18,386 | 22,482 | ||
Other Accrued Liabilities | 285,132 | 290,627 | ||
Total Current Liabilities | 388,209 | 422,209 | ||
Long-Term Debt | 866,337 | 865,289 | ||
Deferred Credits and Other Liabilities: | ||||
Postretirement Benefits Other Than Pensions | 549,244 | 554,099 | ||
Pneumoconiosis Benefits | 150,541 | 149,868 | ||
Asset Retirement Obligations | 231,783 | 228,343 | ||
Workers’ Compensation | 66,280 | 66,648 | ||
Salary Retirement | 48,361 | 52,960 | ||
Other | 19,173 | 24,042 | ||
Total Deferred Credits and Other Liabilities | 1,065,382 | 1,075,960 | ||
Total CONSOL Energy Inc. Stockholders' Equity | 267,386 | 204,260 | ||
Noncontrolling Interest | 141,802 | 139,381 | ||
TOTAL LIABILITIES AND EQUITY | 2,729,116 | 2,707,099 | ||
Elimination | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 0 | 0 | ||
Trade | 0 | 0 | ||
Other Receivables | 0 | 0 | ||
Inventories | 0 | 0 | ||
Prepaid Expenses | 0 | 0 | ||
Total Current Assets | 0 | 0 | ||
Property, Plant and Equipment: | ||||
Property, Plant and Equipment | 0 | 0 | ||
Less—Accumulated Depreciation, Depletion and Amortization | 0 | 0 | ||
Total Property, Plant and Equipment—Net | 0 | 0 | ||
Other Assets: | ||||
Deferred Income Taxes | 0 | 0 | ||
Affiliated Credit Facility | (156,228) | (165,110) | ||
Investment in Affiliates | (682,407) | (645,157) | ||
Other | 0 | 0 | ||
Total Other Assets | (838,635) | (810,267) | ||
TOTAL ASSETS | (838,635) | (810,267) | ||
Current Liabilities: | ||||
Accounts Payable | 2,220 | 18 | ||
Accounts Payable (Recoverable)-Related Parties | (156,228) | (163,069) | ||
Current Portion of Long-Term Debt | 0 | 0 | ||
Other Accrued Liabilities | (2,179) | (4,874) | ||
Total Current Liabilities | (156,187) | (167,925) | ||
Long-Term Debt | (156,228) | (165,110) | ||
Deferred Credits and Other Liabilities: | ||||
Postretirement Benefits Other Than Pensions | 0 | 0 | ||
Pneumoconiosis Benefits | 0 | 0 | ||
Asset Retirement Obligations | 0 | 0 | ||
Workers’ Compensation | 0 | 0 | ||
Salary Retirement | 0 | 0 | ||
Other | 0 | 0 | ||
Total Deferred Credits and Other Liabilities | 0 | 0 | ||
Total CONSOL Energy Inc. Stockholders' Equity | (668,022) | (616,613) | ||
Noncontrolling Interest | 141,802 | 139,381 | ||
TOTAL LIABILITIES AND EQUITY | (838,635) | (810,267) | ||
CCR Non-Guarantor | ||||
Current Liabilities: | ||||
Accounts Payable (Recoverable)-Related Parties | 935 | 3,071 | ||
Parent Issuer | Reportable Legal Entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 190,564 | 152,235 | ||
Trade | 0 | 0 | ||
Other Receivables | 14,645 | 17,702 | ||
Inventories | 0 | 0 | ||
Prepaid Expenses | 7,034 | 5,745 | ||
Total Current Assets | 212,243 | 175,682 | ||
Property, Plant and Equipment: | ||||
Property, Plant and Equipment | 0 | 0 | ||
Less—Accumulated Depreciation, Depletion and Amortization | 0 | 0 | ||
Total Property, Plant and Equipment—Net | 0 | 0 | ||
Other Assets: | ||||
Deferred Income Taxes | 67,538 | 75,065 | ||
Affiliated Credit Facility | 156,228 | 165,110 | ||
Investment in Affiliates | 682,407 | 645,157 | ||
Other | 40,642 | 44,177 | ||
Total Other Assets | 946,815 | 929,509 | ||
TOTAL ASSETS | 1,159,058 | 1,105,191 | ||
Current Liabilities: | ||||
Accounts Payable | 10,521 | 20,014 | ||
Accounts Payable (Recoverable)-Related Parties | (2,291) | (2,291) | ||
Current Portion of Long-Term Debt | 0 | 0 | ||
Other Accrued Liabilities | 106,974 | 101,994 | ||
Total Current Liabilities | 115,204 | 119,717 | ||
Long-Term Debt | 728,107 | 728,254 | ||
Deferred Credits and Other Liabilities: | ||||
Postretirement Benefits Other Than Pensions | 0 | 0 | ||
Pneumoconiosis Benefits | 0 | 0 | ||
Asset Retirement Obligations | 0 | 0 | ||
Workers’ Compensation | 0 | 0 | ||
Salary Retirement | 48,361 | 52,960 | ||
Other | 0 | 0 | ||
Total Deferred Credits and Other Liabilities | 48,361 | 52,960 | ||
Total CONSOL Energy Inc. Stockholders' Equity | 267,386 | 204,260 | ||
Noncontrolling Interest | 0 | 0 | ||
TOTAL LIABILITIES AND EQUITY | 1,159,058 | 1,105,191 | ||
Guarantor | Reportable Legal Entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 369 | 105 | ||
Trade | 0 | 0 | ||
Other Receivables | 16,283 | 16,880 | ||
Inventories | 46,645 | 41,117 | ||
Prepaid Expenses | 13,417 | 13,568 | ||
Total Current Assets | 76,714 | 71,670 | ||
Property, Plant and Equipment: | ||||
Property, Plant and Equipment | 3,802,245 | 3,765,885 | ||
Less—Accumulated Depreciation, Depletion and Amortization | 2,106,017 | 2,070,646 | ||
Total Property, Plant and Equipment—Net | 1,696,228 | 1,695,239 | ||
Other Assets: | ||||
Deferred Income Taxes | 0 | 0 | ||
Affiliated Credit Facility | 0 | 0 | ||
Investment in Affiliates | 0 | 0 | ||
Other | 46,858 | 50,846 | ||
Total Other Assets | 46,858 | 50,846 | ||
TOTAL ASSETS | 1,819,800 | 1,817,755 | ||
Current Liabilities: | ||||
Accounts Payable | 54,070 | 66,271 | ||
Accounts Payable (Recoverable)-Related Parties | 36,221 | 36,221 | ||
Current Portion of Long-Term Debt | 16,568 | 22,405 | ||
Other Accrued Liabilities | 136,810 | 149,425 | ||
Total Current Liabilities | 243,669 | 274,322 | ||
Long-Term Debt | 134,462 | 135,390 | ||
Deferred Credits and Other Liabilities: | ||||
Postretirement Benefits Other Than Pensions | 549,244 | 554,099 | ||
Pneumoconiosis Benefits | 146,336 | 146,035 | ||
Asset Retirement Obligations | 221,975 | 218,728 | ||
Workers’ Compensation | 62,827 | 63,244 | ||
Salary Retirement | 0 | 0 | ||
Other | 18,570 | 23,435 | ||
Total Deferred Credits and Other Liabilities | 998,952 | 1,005,541 | ||
Total CONSOL Energy Inc. Stockholders' Equity | 442,717 | 402,502 | ||
Noncontrolling Interest | 0 | 0 | ||
TOTAL LIABILITIES AND EQUITY | 1,819,800 | 1,817,755 | ||
Non-Guarantor | Reportable Legal Entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 38 | 106 | ||
Trade | 127,348 | 131,545 | ||
Other Receivables | 0 | 0 | ||
Inventories | 0 | 0 | ||
Prepaid Expenses | 0 | 3 | ||
Total Current Assets | 127,386 | 131,654 | ||
Property, Plant and Equipment: | ||||
Property, Plant and Equipment | 0 | 0 | ||
Less—Accumulated Depreciation, Depletion and Amortization | 0 | 0 | ||
Total Property, Plant and Equipment—Net | 0 | 0 | ||
Other Assets: | ||||
Deferred Income Taxes | 0 | 0 | ||
Affiliated Credit Facility | 0 | 0 | ||
Investment in Affiliates | 0 | 0 | ||
Other | 0 | 0 | ||
Total Other Assets | 0 | 0 | ||
TOTAL ASSETS | 127,386 | 131,654 | ||
Current Liabilities: | ||||
Accounts Payable | 8 | 8 | ||
Accounts Payable (Recoverable)-Related Parties | 122,298 | 129,139 | ||
Current Portion of Long-Term Debt | 0 | 0 | ||
Other Accrued Liabilities | 0 | (20) | ||
Total Current Liabilities | 122,306 | 129,127 | ||
Long-Term Debt | 0 | 1,572 | ||
Deferred Credits and Other Liabilities: | ||||
Postretirement Benefits Other Than Pensions | 0 | 0 | ||
Pneumoconiosis Benefits | 0 | 0 | ||
Asset Retirement Obligations | 0 | 0 | ||
Workers’ Compensation | 0 | 0 | ||
Salary Retirement | 0 | 0 | ||
Other | 0 | 0 | ||
Total Deferred Credits and Other Liabilities | 0 | 0 | ||
Total CONSOL Energy Inc. Stockholders' Equity | 5,080 | 955 | ||
Noncontrolling Interest | 0 | 0 | ||
TOTAL LIABILITIES AND EQUITY | 127,386 | 131,654 | ||
Non-Guarantor | CCR Non-Guarantor | Reportable Legal Entities | ||||
Current Assets: | ||||
Cash and Cash Equivalents | 748 | 1,533 | ||
Trade | 0 | 0 | ||
Other Receivables | 1,431 | 1,970 | ||
Inventories | 14,121 | 12,303 | ||
Prepaid Expenses | 4,404 | 4,428 | ||
Total Current Assets | 20,704 | 20,234 | ||
Property, Plant and Equipment: | ||||
Property, Plant and Equipment | 919,878 | 910,468 | ||
Less—Accumulated Depreciation, Depletion and Amortization | 493,758 | 483,410 | ||
Total Property, Plant and Equipment—Net | 426,120 | 427,058 | ||
Other Assets: | ||||
Deferred Income Taxes | 0 | 0 | ||
Affiliated Credit Facility | 0 | 0 | ||
Investment in Affiliates | 0 | 0 | ||
Other | 14,683 | 15,474 | ||
Total Other Assets | 14,683 | 15,474 | ||
TOTAL ASSETS | 461,507 | 462,766 | ||
Current Liabilities: | ||||
Accounts Payable | 17,872 | 22,789 | ||
Accounts Payable (Recoverable)-Related Parties | 0 | 0 | ||
Current Portion of Long-Term Debt | 1,818 | 77 | ||
Other Accrued Liabilities | 43,527 | 44,102 | ||
Total Current Liabilities | 63,217 | 66,968 | ||
Long-Term Debt | 159,996 | 165,183 | ||
Deferred Credits and Other Liabilities: | ||||
Postretirement Benefits Other Than Pensions | 0 | 0 | ||
Pneumoconiosis Benefits | 4,205 | 3,833 | ||
Asset Retirement Obligations | 9,808 | 9,615 | ||
Workers’ Compensation | 3,453 | 3,404 | ||
Salary Retirement | 0 | 0 | ||
Other | 603 | 607 | ||
Total Deferred Credits and Other Liabilities | 18,069 | 17,459 | ||
Total CONSOL Energy Inc. Stockholders' Equity | 220,225 | 213,156 | ||
Noncontrolling Interest | 0 | 0 | ||
TOTAL LIABILITIES AND EQUITY | $ 461,507 | $ 462,766 |
GUARANTOR SUBSIDIARIES FINANC67
GUARANTOR SUBSIDIARIES FINANCIAL INFORMATION - Condensed Statement of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net Cash Provided by (Used in) Operating Activities | $ 115,733 | $ 48,537 |
Cash Flows from Investing Activities: | ||
Capital Expenditures | (21,956) | (9,021) |
Proceeds from Sales of Assets | 393 | 9,709 |
(Investments in), net of Distributions from, Equity Affiliates | 0 | 0 |
Net Cash (Used in) Provided by Investing Activities | (21,563) | 688 |
Cash Flows from Financing Activities: | ||
Payments on Capitalized Lease Obligations | (1,366) | 0 |
Affiliated Credit Facility | 0 | (4,000) |
Distributions to Noncontrolling Interest | (5,587) | (5,467) |
Shares/Units Withheld for Taxes | (2,788) | (807) |
Intercompany Contributions/(Distributions) | 0 | 0 |
Change in Parent Net Investment | (45,624) | |
Spin Distribution to CNX Resources | (18,234) | 0 |
Repurchases of Common Stock | (1,285) | 0 |
Debt-Related Financing Fees | (1,170) | 0 |
Net Cash Used in Financing Activities | (56,430) | (55,898) |
Term Loan A | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | (15,000) | |
Term Loan B | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | (1,000) | |
Senior Secured Second Lien Notes due 2025 | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | (10,000) | |
Elimination | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net Cash Provided by (Used in) Operating Activities | 0 | 0 |
Cash Flows from Investing Activities: | ||
Capital Expenditures | 0 | 0 |
Proceeds from Sales of Assets | 0 | 0 |
(Investments in), net of Distributions from, Equity Affiliates | 0 | 0 |
Net Cash (Used in) Provided by Investing Activities | 0 | 0 |
Cash Flows from Financing Activities: | ||
Payments on Capitalized Lease Obligations | 0 | 0 |
Affiliated Credit Facility | 9,583 | 0 |
Distributions to Noncontrolling Interest | 8,759 | 8,583 |
Shares/Units Withheld for Taxes | 0 | 0 |
Intercompany Contributions/(Distributions) | 0 | 0 |
Change in Parent Net Investment | 0 | |
Spin Distribution to CNX Resources | 0 | |
Repurchases of Common Stock | 0 | |
Debt-Related Financing Fees | 0 | 0 |
Net Cash Used in Financing Activities | 18,342 | 8,583 |
Elimination | Term Loan A | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | 0 | |
Elimination | Term Loan B | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | 0 | |
Elimination | Senior Secured Second Lien Notes due 2025 | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | 0 | |
Parent Issuer | Reportable Legal Entities | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net Cash Provided by (Used in) Operating Activities | (2,305) | (4,643) |
Cash Flows from Investing Activities: | ||
Capital Expenditures | 0 | 0 |
Proceeds from Sales of Assets | 0 | 0 |
(Investments in), net of Distributions from, Equity Affiliates | (2,048) | 20,226 |
Net Cash (Used in) Provided by Investing Activities | (2,048) | 20,226 |
Cash Flows from Financing Activities: | ||
Payments on Capitalized Lease Obligations | 0 | (896) |
Affiliated Credit Facility | 0 | 0 |
Distributions to Noncontrolling Interest | 0 | 0 |
Shares/Units Withheld for Taxes | 0 | 0 |
Intercompany Contributions/(Distributions) | 72,317 | 45,624 |
Change in Parent Net Investment | (45,624) | |
Spin Distribution to CNX Resources | (1,595) | |
Repurchases of Common Stock | (1,285) | |
Debt-Related Financing Fees | (755) | (7,995) |
Net Cash Used in Financing Activities | 42,682 | (8,891) |
Parent Issuer | Reportable Legal Entities | Term Loan A | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | (15,000) | |
Parent Issuer | Reportable Legal Entities | Term Loan B | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | (1,000) | |
Parent Issuer | Reportable Legal Entities | Senior Secured Second Lien Notes due 2025 | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | (10,000) | |
Guarantor | Reportable Legal Entities | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net Cash Provided by (Used in) Operating Activities | 88,774 | 35,518 |
Cash Flows from Investing Activities: | ||
Capital Expenditures | (17,027) | (6,991) |
Proceeds from Sales of Assets | 318 | 9,709 |
(Investments in), net of Distributions from, Equity Affiliates | 2,048 | (20,226) |
Net Cash (Used in) Provided by Investing Activities | (14,661) | (17,508) |
Cash Flows from Financing Activities: | ||
Payments on Capitalized Lease Obligations | (999) | 922 |
Affiliated Credit Facility | 0 | 0 |
Distributions to Noncontrolling Interest | 0 | 0 |
Shares/Units Withheld for Taxes | (1,889) | 0 |
Intercompany Contributions/(Distributions) | (72,317) | (45,624) |
Change in Parent Net Investment | 0 | |
Spin Distribution to CNX Resources | (16,639) | |
Repurchases of Common Stock | 0 | |
Debt-Related Financing Fees | (415) | 7,995 |
Net Cash Used in Financing Activities | (92,259) | (36,707) |
Guarantor | Reportable Legal Entities | Term Loan A | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | 0 | |
Guarantor | Reportable Legal Entities | Term Loan B | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | 0 | |
Guarantor | Reportable Legal Entities | Senior Secured Second Lien Notes due 2025 | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | 0 | |
Non-Guarantor | Reportable Legal Entities | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net Cash Provided by (Used in) Operating Activities | 0 | 0 |
Cash Flows from Investing Activities: | ||
Capital Expenditures | 0 | 0 |
Proceeds from Sales of Assets | 0 | 0 |
(Investments in), net of Distributions from, Equity Affiliates | 0 | 0 |
Net Cash (Used in) Provided by Investing Activities | 0 | 0 |
Cash Flows from Financing Activities: | ||
Payments on Capitalized Lease Obligations | 0 | 0 |
Affiliated Credit Facility | 0 | 0 |
Distributions to Noncontrolling Interest | 0 | 0 |
Shares/Units Withheld for Taxes | 0 | 0 |
Intercompany Contributions/(Distributions) | 0 | 0 |
Change in Parent Net Investment | 0 | |
Spin Distribution to CNX Resources | 0 | |
Repurchases of Common Stock | 0 | |
Debt-Related Financing Fees | 0 | 0 |
Net Cash Used in Financing Activities | 0 | 0 |
Non-Guarantor | Reportable Legal Entities | Term Loan A | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | 0 | |
Non-Guarantor | Reportable Legal Entities | Term Loan B | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | 0 | |
Non-Guarantor | Reportable Legal Entities | Senior Secured Second Lien Notes due 2025 | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | 0 | |
Non-Guarantor | CCR Non-Guarantor | Reportable Legal Entities | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net Cash Provided by (Used in) Operating Activities | 29,264 | 17,662 |
Cash Flows from Investing Activities: | ||
Capital Expenditures | (4,929) | (2,030) |
Proceeds from Sales of Assets | 75 | 0 |
(Investments in), net of Distributions from, Equity Affiliates | 0 | 0 |
Net Cash (Used in) Provided by Investing Activities | (4,854) | (2,030) |
Cash Flows from Financing Activities: | ||
Payments on Capitalized Lease Obligations | (367) | (26) |
Affiliated Credit Facility | (9,583) | (4,000) |
Distributions to Noncontrolling Interest | (14,346) | (14,050) |
Shares/Units Withheld for Taxes | (899) | (807) |
Intercompany Contributions/(Distributions) | 0 | 0 |
Change in Parent Net Investment | 0 | |
Spin Distribution to CNX Resources | 0 | |
Repurchases of Common Stock | 0 | |
Debt-Related Financing Fees | 0 | 0 |
Net Cash Used in Financing Activities | (25,195) | $ (18,883) |
Non-Guarantor | CCR Non-Guarantor | Reportable Legal Entities | Term Loan A | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | 0 | |
Non-Guarantor | CCR Non-Guarantor | Reportable Legal Entities | Term Loan B | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | 0 | |
Non-Guarantor | CCR Non-Guarantor | Reportable Legal Entities | Senior Secured Second Lien Notes due 2025 | ||
Cash Flows from Financing Activities: | ||
Repayment of debt | $ 0 |
GUARANTOR SUBSIDIARIES FINANC68
GUARANTOR SUBSIDIARIES FINANCIAL INFORMATION - Statement of Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Condensed Statement of Income Captions [Line Items] | ||
Net Income (Loss) | $ 70,958 | $ 46,445 |
Other Comprehensive (Loss) Income: | ||
Net Actuarial Loss (Gain) | 3,997 | 3,414 |
Other Comprehensive Income | 3,997 | 3,414 |
Comprehensive Income | 74,955 | 49,859 |
Less: Comprehensive Income Attributable to Noncontrolling Interest | 8,548 | 5,452 |
Comprehensive Income Attributable to CONSOL Energy Inc. Shareholders | 66,407 | 44,407 |
Elimination | ||
Condensed Statement of Income Captions [Line Items] | ||
Net Income (Loss) | (77,636) | (35,543) |
Other Comprehensive (Loss) Income: | ||
Net Actuarial Loss (Gain) | 0 | (39) |
Other Comprehensive Income | 0 | (39) |
Comprehensive Income | (77,636) | (35,582) |
Less: Comprehensive Income Attributable to Noncontrolling Interest | 8,548 | 5,452 |
Comprehensive Income Attributable to CONSOL Energy Inc. Shareholders | (86,184) | (41,034) |
Parent Issuer | Reportable Legal Entities | ||
Condensed Statement of Income Captions [Line Items] | ||
Net Income (Loss) | 62,408 | 40,981 |
Other Comprehensive (Loss) Income: | ||
Net Actuarial Loss (Gain) | 3,999 | 3,414 |
Other Comprehensive Income | 3,999 | 3,414 |
Comprehensive Income | 66,407 | 44,395 |
Less: Comprehensive Income Attributable to Noncontrolling Interest | 0 | 0 |
Comprehensive Income Attributable to CONSOL Energy Inc. Shareholders | 66,407 | 44,395 |
Guarantor | Reportable Legal Entities | ||
Condensed Statement of Income Captions [Line Items] | ||
Net Income (Loss) | 62,789 | 26,941 |
Other Comprehensive (Loss) Income: | ||
Net Actuarial Loss (Gain) | 0 | 0 |
Other Comprehensive Income | 0 | 0 |
Comprehensive Income | 62,789 | 26,941 |
Less: Comprehensive Income Attributable to Noncontrolling Interest | 0 | 0 |
Comprehensive Income Attributable to CONSOL Energy Inc. Shareholders | 62,789 | 26,941 |
Non-Guarantor | Reportable Legal Entities | ||
Condensed Statement of Income Captions [Line Items] | ||
Net Income (Loss) | (695) | 0 |
Other Comprehensive (Loss) Income: | ||
Net Actuarial Loss (Gain) | 0 | 0 |
Other Comprehensive Income | 0 | 0 |
Comprehensive Income | (695) | 0 |
Less: Comprehensive Income Attributable to Noncontrolling Interest | 0 | 0 |
Comprehensive Income Attributable to CONSOL Energy Inc. Shareholders | (695) | 0 |
Non-Guarantor | Reportable Legal Entities | CCR Non-Guarantor | ||
Condensed Statement of Income Captions [Line Items] | ||
Net Income (Loss) | 24,092 | 14,066 |
Other Comprehensive (Loss) Income: | ||
Net Actuarial Loss (Gain) | (2) | 39 |
Other Comprehensive Income | (2) | 39 |
Comprehensive Income | 24,090 | 14,105 |
Less: Comprehensive Income Attributable to Noncontrolling Interest | 0 | 0 |
Comprehensive Income Attributable to CONSOL Energy Inc. Shareholders | $ 24,090 | $ 14,105 |
RELATED PARTY TRANSACTIONS - Na
RELATED PARTY TRANSACTIONS - Narrative (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Oct. 31, 2017shares | Sep. 30, 2016USD ($)$ / sharesshares | Jul. 31, 2015USD ($)$ / sharesshares | Mar. 31, 2018USD ($)business | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Nov. 30, 2017 | Nov. 28, 2017USD ($) | |
Related Party Transaction [Line Items] | ||||||||
Separation and distribution costs | $ 40,545,000 | |||||||
Payment of separation and distribution costs | $ 18,234,000 | |||||||
Number of independent businesses | business | 2 | |||||||
Origination fees | $ 1,170,000 | $ 0 | ||||||
Net proceeds from initial public offering | $ 342,711,000 | |||||||
Undivided interest (as a percent) | 75.00% | |||||||
Net payable | 0 | 0 | ||||||
CONSOL Thermal Holdings LLC | ||||||||
Related Party Transaction [Line Items] | ||||||||
Undivided interest (as a percent) | 5.00% | |||||||
Cash consideration | $ 21,500,000 | |||||||
Equity consideration | $ 67,300,000 | |||||||
Weighted average trading price (in dollars per share) | $ / shares | $ 14.79 | |||||||
Price premium (as a percent) | 15.00% | |||||||
CONSOL Coal Resources LP | ||||||||
Related Party Transaction [Line Items] | ||||||||
Net payable | 935,000 | 3,071,000 | ||||||
Preferred Class A | CONSOL Thermal Holdings LLC | ||||||||
Related Party Transaction [Line Items] | ||||||||
Preferred units issued (in shares) | shares | 3,956,496 | 3,956,496 | ||||||
Issue price (in dollars per share) | $ / shares | $ 17.01 | |||||||
Senior Secured Revolving Credit Facility | Line of Credit | ||||||||
Related Party Transaction [Line Items] | ||||||||
Maximum borrowing capacity | 400,000,000 | |||||||
Initial draw on line of credit | 200,000,000 | |||||||
Origination fees | 3,000,000 | |||||||
Net proceeds line of credit | $ 197,000,000 | |||||||
CNX Resources Corporation | ||||||||
Related Party Transaction [Line Items] | ||||||||
Accounts payable, related parties | 1,003,000 | 12,540,000 | ||||||
Accounts receivable, related parties | 11,134,000 | 15,415,000 | ||||||
Other Receivables - Related Party | 4,845,000 | 4,500,000 | ||||||
Accounts receivable, related parties, noncurrent | 6,289,000 | $ 10,915,000 | ||||||
CNX Coal Resources LP | ||||||||
Related Party Transaction [Line Items] | ||||||||
Units sold in initial public offering (in shares) | shares | 5,000,000 | |||||||
Initial public offering share price (in dollars per share) | $ / shares | $ 15 | |||||||
Net proceeds initial public offering | $ 75,000,000 | |||||||
Over-allotment option (in shares) | shares | 561,067 | |||||||
Affiliated Entity | Affiliated Company Credit Agreement | CONSOL Coal Resources LP | ||||||||
Related Party Transaction [Line Items] | ||||||||
Maximum borrowing capacity | $ 275,000,000 | |||||||
Line of credit amount drawn | $ 201,000,000 | |||||||
Stated interest rate (as a percent) | 4.25% | |||||||
Interest expense | $ 2,134,000 |
RELATED PARTY TRANSACTIONS - Sc
RELATED PARTY TRANSACTIONS - Schedule of Related Party Disclosures (Details) - Majority Shareholder - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Related Party Transaction [Line Items] | ||
Total Services from CONSOL Energy | $ 2,330 | $ 1,589 |
Operating and Other Costs | ||
Related Party Transaction [Line Items] | ||
Total Services from CONSOL Energy | 685 | 872 |
Selling, General and Administrative Costs | ||
Related Party Transaction [Line Items] | ||
Total Services from CONSOL Energy | $ 1,645 | $ 717 |
STOCK REPURCHASE (Details)
STOCK REPURCHASE (Details) - USD ($) $ / shares in Units, shares in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Class of Stock [Line Items] | ||
Aggregate authorized amount | $ 50,000,000 | |
Shares repurchased (in shares) | 44,000 | |
Average share price (in dollars per share) | $ 29.19 | |
Senior Notes | Senior Secured Notes due 2025 | ||
Class of Stock [Line Items] | ||
Stated interest rate (as a percent) | 11.00% |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Apr. 25, 2018$ / shares |
Subsequent Event | CONSOL Coal Resources LP | |
Subsequent Event [Line Items] | |
Cash distribution declared (per common unit) | $ 0.5125 |