Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 21, 2024 | Jun. 30, 2023 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Central Index Key | 0001984060 | ||
Document Fiscal Period Focus | FY | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Fiscal Year Focus | 2023 | ||
Securities Act File Number | 001-41828 | ||
Entity Registrant Name | Atlas Energy Solutions Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Address, Address Line One | 5918 W. Courtyard Drive, | ||
Entity Address, Address Line Two | Suite 500 | ||
Entity Address, City or Town | Austin | ||
Entity Address, State or Province | TX | ||
Entity Tax Identification Number | 93-2154509 | ||
Entity Address, Postal Zip Code | 78730 | ||
City Area Code | 512 | ||
Local Phone Number | 220-1200 | ||
Title of 12(b) Security | Common stock, par value $0.01 per share | ||
Trading Symbol | AESI | ||
Security Exchange Name | NYSE | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 305,585,146 | ||
Entity Common Stock, Shares Outstanding | 100,025,584 | ||
Entity Listing, Par Value Per Share | $ 0.01 | ||
Auditor Name | Ernst & Young LLP | ||
Auditor Firm ID | 42 | ||
Auditor Location | Austin, Texas | ||
Documents Incorporated by Reference [Text Block] | DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive proxy statement for its 2024 Annual Meeting of Stockholders (the “Proxy Statement”) are incorporated by reference into Part III of this Annual Report on Form 10-K and will be filed within 120 days of the registrant’s fiscal year end. |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 210,174 | $ 82,010 |
Accounts receivable | 71,170 | 73,341 |
Inventories | 6,449 | 5,614 |
Spare part inventories | 15,408 | 10,797 |
Prepaid expenses and other current assets | 15,485 | 5,918 |
Total current assets | 318,686 | 178,731 |
Property, plant and equipment, net | 934,660 | 541,524 |
Finance lease right-of-use assets | 424 | 19,173 |
Operating lease right-of-use assets | 3,727 | 4,049 |
Other long-term assets | 4,189 | 7,522 |
Total assets | 1,261,686 | 750,999 |
Current liabilities: | ||
Accounts payable | 60,882 | 31,645 |
Accrued liabilities | 28,458 | 30,630 |
Current portion of long-term debt | 0 | 20,586 |
Other current liabilities | 2,975 | 5,659 |
Total current liabilities | 92,592 | 88,674 |
Long-term debt, net of discount and deferred financing costs | 172,820 | 126,588 |
Deferred tax liabilities | 121,529 | 1,906 |
Other long-term liabilities | 6,921 | 22,474 |
Total liabilities | 393,862 | 239,642 |
Commitments and contingencies (Note 8) | ||
Redeemable noncontrolling interest | 0 | 0 |
Stockholders' / members' equity: | ||
Members' equity | 0 | 511,357 |
Preferred stock, $0.01 par value; 500,000,000 authorized; no shares issued and outstanding as of December 31, 2023 | 0 | 0 |
Additional paid-in-capital | 908,079 | 0 |
Accumulated deficit | (41,255) | 0 |
Total stockholders' and members' equity | 867,824 | 511,357 |
Total liabilities, redeemable noncontrolling interest and stockholders' and members' equity | 1,261,686 | 750,999 |
Related Party [Member] | ||
Current assets: | ||
Accounts receivable - related parties | 0 | 1,051 |
Current liabilities: | ||
Accounts payable - related parties | 277 | 154 |
Old Atlas Common Class A [Member] | ||
Stockholders' / members' equity: | ||
Common Stock | 0 | 0 |
Old Atlas Common Class B [Member] | ||
Stockholders' / members' equity: | ||
Common Stock | 0 | 0 |
New Atlas Common Stock [Member] | ||
Stockholders' / members' equity: | ||
Common Stock | $ 1,000 | $ 0 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) | Dec. 31, 2023 $ / shares shares |
Preferred stock, par value | $ / shares | $ 0.01 |
Preferred stock, shares authorized | 500,000,000 |
Preferred stock, shares issued | 0 |
Preferred stock, shares outstanding | 0 |
Old Atlas Class A Shares [Member] | |
Common stock, par value | $ / shares | $ 0.01 |
Common stock, shares authorized | 0 |
Common stock, shares issued | 0 |
Common stock, shares outstanding | 0 |
Old Atlas Class B Shares [Member] | |
Common stock, par value | $ / shares | $ 0.01 |
Common stock, shares authorized | 0 |
Common stock, shares issued | 0 |
Common stock, shares outstanding | 0 |
New Atlas Common Stock [Member] | |
Common stock, par value | $ / shares | $ 0.01 |
Common stock, shares authorized | 1,500,000,000 |
Common stock, shares issued | 100,025,584 |
Common stock, shares outstanding | 100,025,584 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Total sales | $ 613,960 | $ 482,724 | $ 172,404 |
Operating expenses: | |||
Gross profit | 313,766 | 256,308 | 64,067 |
Cost of sales (excluding depreciation, depletion and accretion expense) | 260,396 | 198,918 | 84,656 |
Depreciation, depletion and accretion expense | 39,798 | 27,498 | 23,681 |
Selling, general and administrative expense (including stock and unit-based compensation expense of $7,409, $678, and $129, respectively.) | 48,636 | 24,317 | 17,071 |
Operating income | 265,130 | 231,991 | 46,996 |
Interest expense, net | (7,689) | (15,760) | (42,198) |
Other income | 430 | 2,631 | 291 |
Income before income taxes | 257,871 | 218,862 | 5,089 |
Income tax expense | 31,378 | 1,856 | 831 |
Net income | 226,493 | 217,006 | 4,258 |
Less: Pre-IPO net income attributable to Atlas Sand Company, LLC | 54,561 | ||
Less: Net income attributable to redeemable noncontrolling interest | 66,503 | ||
Net income attributable to Atlas Energy Solutions, Inc. | $ 105,429 | 217,006 | 4,258 |
Earnings Per Share [Abstract] | |||
Net income per common share, Basic | $ 1.5 | ||
Net income per common share, Diluted | $ 1.48 | ||
Weighted average common shares outstanding, Basic | 70,450 | ||
Weighted average common shares outstanding, Diluted | 71,035 | ||
Product [Member] | |||
Total sales | $ 468,119 | 408,446 | 142,519 |
Service [Member] | |||
Total sales | $ 145,841 | $ 74,278 | $ 29,885 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | |||
Stock and unit-based compensation expense | $ 7,409 | $ 678 | $ 129 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' and Members' Equity and Redeemable Noncontrolling Interest - USD ($) $ in Thousands | Total | Prior to Initial Public Offering and Reorganization [Member] | After Initial Public Offering and Reorganization [Member] | Common Class A [Member] | Common Class C [Member] | Common Stock [Member] Common Class A [Member] | Common Stock [Member] Common Class B [Member] | Common Stock [Member] New Atlas Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Deficit [Member] After Initial Public Offering and Reorganization [Member] | Members' Equity [Member] | Members' Equity [Member] Prior to Initial Public Offering and Reorganization [Member] | Members' Equity [Member] Common Class A [Member] | Members' Equity [Member] Common Class C [Member] | |
Beginning Balance at Dec. 31, 2020 | $ 331,697 | $ 331,697 | ||||||||||||||
Member Distributions | (10,000) | (10,000) | ||||||||||||||
Unit-based compensation expense | 129 | 129 | ||||||||||||||
Net Income (Loss) | 4,258 | 4,258 | ||||||||||||||
Issuance of common stock in IPO, net of offering costs | $ 2,572 | $ 10,041 | $ 2,572 | $ 10,041 | ||||||||||||
$0.35/unit distribution to Atlas Operating unitholders | 0 | |||||||||||||||
Ending Balance at Dec. 31, 2021 | 338,697 | 338,697 | ||||||||||||||
Member Distributions | (45,024) | (45,024) | ||||||||||||||
Unit-based compensation expense | 678 | 678 | ||||||||||||||
Net Income (Loss) | 217,006 | 217,006 | ||||||||||||||
$0.35/unit distribution to Atlas Operating unitholders | 0 | |||||||||||||||
Ending Balance at Dec. 31, 2022 | 511,357 | 511,357 | ||||||||||||||
Net Income (Loss) | 105,429 | $ 54,561 | $ 105,429 | $ 105,429 | $ 54,561 | |||||||||||
Member distributions | (15,000) | (15,000) | ||||||||||||||
Effect of reorganization and reclassification to redeemable noncontrolling interest (Note 1) | 771,345 | |||||||||||||||
Effect of reorganization and reclassification to redeemable noncontrolling interest (Note 1), Shares | 39,148 | 42,852 | ||||||||||||||
Effect of reorganization and reclassification to redeemable noncontrolling interest (Note 1) | (771,345) | $ 391 | $ 429 | $ (221,247) | (550,918) | |||||||||||
Issuance of Common Stock in IPO, net of offering costs, Shares | 18,000 | |||||||||||||||
Issuance of common stock in IPO, net of offering costs | 291,236 | $ 180 | 291,056 | |||||||||||||
Deferred tax liability arising from the IPO | (27,537) | (27,537) | ||||||||||||||
Deferred tax liability arising from Up-C simplification | (62,708) | (62,708) | ||||||||||||||
Stock-based compensation | 7,039 | 7,039 | ||||||||||||||
Net income after IPO and reorganization, Redeemable noncontrolling interest | $ 66,503 | |||||||||||||||
$0.55/share dividend and unit distribution | (14,998) | |||||||||||||||
$0.55/share dividend and unit distribution | (40,007) | (20,005) | $ (20,002) | |||||||||||||
$0.35/unit distribution to Atlas Operating unitholders | (62,163) | |||||||||||||||
Dividend equivalent rights ($0.55 per share) | (717) | (421) | (296) | |||||||||||||
Other distributions to redeemable non-controlling interest unitholders | (7,158) | |||||||||||||||
Redemption of operating units of Atlas Sand Operating, LLC for Old Atlas Class A common stock, shares | 594 | (594) | ||||||||||||||
Redemption of operating units of Atlas Operating for Old Atlas Class A Common Stock | 13,640 | $ 6 | $ (6) | 13,640 | ||||||||||||
Redemption of operating units of Atlas Sand Operating, LLC for Class A Common Stock redeemable noncontrolling interest | (13,640) | |||||||||||||||
Deferred tax liability arising from the redemption of operating units of Atlas Sand Operating, LLC for Old Atlas Class A Common Stock | (176) | (176) | ||||||||||||||
Issuance of Common Stock upon vesting of RSUs, net of shares withheld for income taxes, shares | 25 | |||||||||||||||
Adjustment of redeemable noncontrolling interests to redemption amount | 185,412 | |||||||||||||||
Adjustment of redeemable noncontrolling interest to redemption amount | (185,412) | (59,026) | (126,386) | |||||||||||||
Effects of Up-C Simplification | (987,464) | |||||||||||||||
Effects of Up-C Simplification | 987,464 | $ (577) | $ (423) | $ 1,000 | 987,464 | 0 | ||||||||||
Effects of Up-C Simplification, Shares | (57,767) | (42,258) | 100,026 | |||||||||||||
Ending Balance at Dec. 31, 2023 | 867,824 | $ 1,000 | 908,079 | (41,255) | 0 | |||||||||||
Ending Balance, Shares at Dec. 31, 2023 | 100,026 | |||||||||||||||
Redeemable noncontrolling interest, Ending balance at Dec. 31, 2023 | 0 | |||||||||||||||
Redeemable noncontrolling interest, Beginning balance at Mar. 13, 2023 | [1] | 771,345 | ||||||||||||||
Net income after IPO and reorganization, Redeemable noncontrolling interest | 66,503 | |||||||||||||||
$0.35/unit distribution to Atlas Operating unitholders | (14,998) | |||||||||||||||
Redemption of operating units of Atlas Operating for Old Atlas Class A Common Stock | (13,640) | |||||||||||||||
Redemption of operating units of Atlas Sand Operating, LLC for Class A Common Stock redeemable noncontrolling interest | 7,158 | |||||||||||||||
Adjustment of redeemable noncontrolling interest to redemption amount | [2] | 185,412 | ||||||||||||||
Effects of Up-C Simplification | (987,464) | |||||||||||||||
Ending Balance at Dec. 31, 2023 | 867,824 | $ 1,000 | $ 908,079 | $ (41,255) | $ 0 | |||||||||||
Ending Balance, Shares at Dec. 31, 2023 | 100,026 | |||||||||||||||
Redeemable noncontrolling interest, Ending balance at Dec. 31, 2023 | $ 0 | |||||||||||||||
[1] Based on the Operating Units held by the Legacy Owners who also held 42,852,499 shares of Old Atlas Class B Common Stock and an Old Atlas Class A Common Stock price of $ 18.00 on the date on which we consummated the IPO. (2) Based on the Operating Units held by the Legacy Owners who also held 42,258,185 shares of Old Atlas Class B Common Stock and an Old Atlas Class A Common Stock 10-day volume-weighted average closing price of $ 23.36 on October 2, 2023. In accordance with the Atlas Sand Operating LLC agreement, the redemption is valued at the average of the volume-weighted closing price for each of the 10 consecutive full trading days ending on and including the last full trading day immediately prior, which was September 29th. |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholders' and Members' Equity and Redeemable Noncontrolling Interest (Parenthetical) | 12 Months Ended |
Dec. 31, 2023 $ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Share dividend and unit distribution (in dollars per share) | $ 0.55 |
Dividend equivalent rights (in dollars per share) | $ 0.55 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating activities: | |||
Net income | $ 226,493 | $ 217,006 | $ 4,258 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation, depletion and accretion expense | 41,634 | 28,617 | 24,604 |
Loss on extinguishment of debt | 0 | 0 | 11,922 |
Amortization of debt discount | 761 | 457 | 7,320 |
Amortization of deferred financing costs | 337 | 442 | 739 |
Stock and unit-based compensation | 7,409 | 678 | 129 |
Deferred income tax | 29,201 | (2) | 360 |
Interest paid-in-kind through issuance of additional term loans | 0 | 0 | 3,039 |
Repayment of paid-in-kind interest borrowings | 0 | 0 | (22,233) |
Commodity derivatives gain | 0 | (1,842) | (55) |
Settlements on commodity derivatives | 0 | 2,137 | 0 |
Other | 139 | 293 | (105) |
Changes in operating assets and liabilities: | |||
Accounts receivable | 2,172 | (44,207) | (17,626) |
Accounts receivable - related party | 868 | (768) | (188) |
Inventories | (835) | (2,415) | (364) |
Spare part inventories | (4,639) | (4,239) | (617) |
Prepaid expenses and other current assets | (9,959) | (2,030) | (1,175) |
Other long-term assets | (1,450) | (6,549) | (596) |
Accounts payable | 5,198 | 7,881 | 5,744 |
Accounts payable - related parties | 123 | (464) | 480 |
Deferred revenue | 0 | (2,000) | 2,000 |
Accrued liabilities and other liabilities | 1,575 | 13,017 | 3,720 |
Net cash provided by operating activities | 299,027 | 206,012 | 21,356 |
Investing activities: | |||
Purchases of property, plant and equipment | (365,486) | (89,592) | (19,371) |
Net cash used in investing activities | (365,486) | (89,592) | (19,371) |
Financing Activities: | |||
Proceeds from equity issuances | 0 | 0 | 12,613 |
Net proceeds from IPO | 303,426 | 0 | 0 |
Payment of offering costs | (6,020) | 0 | 0 |
Member distributions prior to IPO | (15,000) | (45,024) | (10,000) |
Proceeds from term loan borrowings | 0 | 0 | 178,200 |
Principal payments on term loan borrowings | (16,573) | (28,544) | (172,872) |
Prepayment fee on 2021 Term Loan Credit Facility | (2,649) | 0 | 0 |
Debt extinguishment cost | 0 | 0 | (4,514) |
Issuance costs associated with debt financing | (4,397) | (233) | (660) |
Payments under finance and capital leases | (2,001) | (1,010) | (423) |
Dividends and distributions | (62,163) | 0 | 0 |
Net cash provided by (used in) financing activities | 194,623 | (74,811) | 2,344 |
Net increase in cash and cash equivalents | 128,164 | 41,609 | 4,329 |
Cash and cash equivalents, beginning of period | 82,010 | 40,401 | 36,072 |
Cash and cash equivalents, end of period | 210,174 | 82,010 | 40,401 |
Supplemental cash flow information | |||
Interest | 15,210 | 14,904 | 19,155 |
Taxes | 11,403 | 468 | 14 |
Supplemental disclosure of non-cash investing activities: | |||
Property, plant and equipment in accounts payable and accrued liabilities | 44,381 | 23,298 | 2,551 |
Asset retirement obligations incurred | 1,374 | 0 | 0 |
Redeemable noncontrolling interest cumulative adjustment to redemption value | 185,412 | 0 | 0 |
Finance lease assets acquired through debt | 39,454 | 0 | 0 |
Finance lease liabilities converted to debt | $ 42,795 | $ 0 | $ 0 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net Income (Loss) | $ 105,429 | $ 217,006 | $ 4,258 |
Insider Trading Arrangements
Insider Trading Arrangements | 12 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Business and Organization
Business and Organization | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business and Organization | Note 1 – Business and Organization Atlas Energy Solutions Inc. (f/k/a New Atlas HoldCo. Inc.) (“New Atlas” and together with its subsidiaries “we,” “us,” “our,” or the “Company”) was formed on June 28, 2023, pursuant to the laws of the State of Delaware, and is the successor to AESI Holdings Inc. (f/k/a Atlas Energy Solutions Inc.) (“Old Atlas”), a Delaware corporation. New Atlas is a holding corporation and the ultimate parent company of Atlas Sand Company, LLC (“Atlas LLC”), a Delaware limited liability company formed on April 20, 2017. Atlas LLC is a producer of high-quality, locally sourced 100 mesh and 40/70 sand used as a proppant during the well completion process. Proppant is necessary to facilitate the recovery of hydrocarbons from oil and natural gas wells. One hundred percent of Atlas LLC’s sand reserves are located in Winkler and Ward Counties, Texas, within the Permian Basin and operations consist of proppant production and processing facilities, including two facilities near Kermit, Texas and a third facility near Monahans, Texas. We are currently building a logistics platform with the goal of increasing the efficiency, safety and sustainability of the oil and natural gas industry within the Permian Basin. This will include the Dune Express, an overland conveyor infrastructure solution currently under construction, coupled with our growing fleet of fit-for-purpose trucks and trailers. We sell products and services primarily to oil and natural gas exploration and production companies and oilfield services companies primarily under supply agreements and also through spot sales on the open market. Initial Public Offering On March 13, 2023, Old Atlas completed its initial public offering (the “IPO”) of 18,000,000 shares of Class A common stock, par value $ 0.01 per share (the “Old Atlas Class A Common Stock”) at a price of $ 18.00 per share. The IPO generated $ 324.0 million of gross proceeds and net proceeds of approximately $ 291.2 million. The gross proceeds were offset by $ 20.6 million of underwriting discounts and commissions, $ 5.9 million of current offering costs in 2023, and $ 6.3 million in offering costs paid in 2022 that were recorded to other long-term assets on the consolidated balance sheets as of December 31, 2022. The material terms of the IPO are described in Old Atlas’s final prospectus, dated March 8, 2023 and filed with the Securities and Exchange Commission (“SEC”) pursuant to Rule 424(b)(4) of the Securities Act of 1933, as amended (the “Securities Act”), on March 10, 2023 (the “Final IPO Prospectus”). Reorganization Pursuant to a master reorganization agreement dated March 8, 2023, by and among Old Atlas, Atlas Sand Management Company, LLC, a Texas limited liability company (“ASMC”), Atlas LLC, Atlas Sand Holdings, LLC, a Delaware limited liability company (“Holdings”), Atlas Sand Operating, LLC, a Delaware limited liability company (“Atlas Operating”), Atlas Sand Holdings II, LLC, a Delaware limited liability company (“Holdings II”), Atlas Sand Management Company II, LLC, a Delaware limited liability company (“ASMC II”), and Atlas Sand Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), Old Atlas and the parties thereto completed certain restructuring transactions (the “Reorganization”) in connection with the IPO. As part of the Reorganization: • Merger Sub merged with and into Atlas LLC, with Atlas LLC surviving as a wholly-owned subsidiary of Atlas Operating; • Holdings, Holdings II and ASMC II were formed (collectively with ASMC, the “HoldCos”), through which certain holders who previously held membership interests in Atlas LLC (the “Legacy Owners”) were issued the membership interests in Atlas Operating, as represented by a single class of common units (“Operating Units”); • certain Legacy Owners, through the HoldCos, transferred all or a portion of their Operating Units and voting rights, as applicable, in Atlas Operating to Old Atlas in exchange for an aggregate of 39,147,501 shares of Old Atlas Class A Common Stock and, in the case of Legacy Owners that continued to hold Operating Units through the HoldCos, an aggregate of 42,852,499 shares of Class B Common Stock, par value $ 0.01 per share, of Old Atlas (the “Old Atlas Class B Common Stock,” and together with the Old Atlas Class A Common Stock, the “Old Atlas Common Stock”), so that such Legacy Owners that continued to hold Operating Units also held, through the HoldCos, one share of Old Atlas Class B Common Stock for each Operating Unit held by them immediately following the Reorganization; • the 1,000 shares of Old Atlas Class A Common Stock issued to Atlas LLC at the formation of Old Atlas were redeemed and canceled for nominal consideration; and • Old Atlas contributed all of the net proceeds received by it in the IPO to Atlas Operating in exchange for a number of Operating Units equal to the number of shares of Old Atlas Class A Common Stock outstanding after the IPO, and Atlas Operating further contributed the net proceeds received to Atlas LLC. As a result of the Reorganization, (i) Old Atlas’s sole material asset consisted, and still consists, of Operating Units, (ii) Atlas Operating’s sole material asset consisted, and still consists, of 100% of the membership interests in Atlas LLC and (iii) Atlas LLC owned, and still owns, all of the Company’s operating assets. Old Atlas is the managing member of Atlas Operating and is responsible for all operational, management and administrative decisions relating to Atlas LLC’s business and consolidates the financial results of Atlas LLC and its subsidiaries. As a result of the IPO and Reorganization: • the Legacy Owners collectively owned all of the outstanding shares of Old Atlas Class B Common Stock and 39,147,501 shares of Old Atlas Class A Common Stock, collectively representing 82.0 % of the voting power and 68.5 % of the economic interest of Old Atlas (and 82.0% of the economic interest of Atlas LLC, including both direct and indirect ownership interests) at the closing of the IPO and Reorganization; • Old Atlas owned an approximate 57.1 % interest in Atlas Operating; and • the Legacy Owners that continued to hold Operating Units collectively owned an approximate 42.9 % interest in Atlas Operating. On March 13, 2023, the date on which the Company closed the IPO, a corresponding deferred tax liability of approximately $ 27.5 million was recorded associated with the differences between the tax and book basis of the investment in Atlas LLC. The offset of the deferred tax liability was recorded to additional paid-in capital. As there was no change in control of Atlas Operating, Atlas LLC, or the businesses or subsidiaries held by Atlas LLC as a result of the Reorganization, purchase accounting was not required and the Legacy Owners’ interests in Operating Units were recognized as a noncontrolling interest in Atlas Operating. On September 13, 2023, we distributed the Operating Units and shares of Old Atlas Common Stock previously held by the HoldCos to the Legacy Owners in accordance with the distribution provisions of each respective HoldCo operating agreement. Immediately following the distribution, the Legacy Owners held shares of Old Atlas Class A Common Stock or Old Atlas Class B Common Stock (and corresponding Operating Units) directly. Up-C Simplification On October 2, 2023, Old Atlas and the Company completed the previously announced Up-C Simplification (as defined below) contemplated by the Master Reorganization Agreement (the “Master Reorganization Agreement”), dated as of July 31, 2023, by and among the Company, Old Atlas, Atlas Operating, AESI Merger Sub Inc., a Delaware corporation (“PubCo Merger Sub”), Atlas Operating Merger Sub, LLC, a Delaware limited liability company (“Opco Merger Sub” and, together with PubCo Merger Sub, the “Merger Subs”), and Holdings, in order to, among other things, reorganize under a new public holding company (the “Up-C Simplification”). Pursuant to the Master Reorganization Agreement, (a) PubCo Merger Sub merged with and into Old Atlas (the “PubCo Merger”), as a result of which (i) each share of Old Atlas Class A Common Stock then issued and outstanding was exchanged for one share of Common Stock of New Atlas, par value $ 0.01 per share (the “New Atlas Common Stock”), (ii) all of the shares of Old Atlas Class B Common Stock then issued and outstanding were surrendered and cancelled for no consideration and (iii) Old Atlas survived the PubCo Merger as a direct, wholly-owned subsidiary of the Company; and (b) Opco Merger Sub merged with and into Atlas Operating (the “Opco Merger” and, together with the PubCo Merger, the “Mergers”), as a result of which (i) each Operating Unit then issued and outstanding, other than those Operating Units held by Old Atlas, was exchanged for one share of New Atlas Common Stock and (ii) Atlas Operating became a wholly-owned subsidiary of New Atlas. In connection with the Up-C Simplification: • each share of Old Atlas Class A Common Stock issued and outstanding immediately prior to the effective time of the Mergers (the “Effective Time”) was exchanged for one share of New Atlas Common Stock and the holders of Old Atlas Class A Common Stock became stockholders of New Atlas; • all of the Old Atlas Class B Common Stock issued and outstanding immediately prior to the Effective Time was surrendered and cancelled for no consideration; • each Operating Unit issued and outstanding immediately prior to the Effective Time, other than Operating Units held by Old Atlas, was exchanged for one share of New Atlas Common Stock, and the holders of such Operating Units became stockholders of New Atlas; • Old Atlas continues to hold all of the issued and outstanding Operating Units it held as of immediately prior to the Effective Time, such Operating Units were otherwise unaffected by the Up-C Simplification (including the Opco Merger), and such Operating Units, together with the Operating Units received by New Atlas in connection with the Opco Merger, constitute all of the Operating Units currently issued and outstanding; • Old Atlas became a direct, wholly-owned subsidiary of New Atlas, and all of the Old Atlas Class A Common Stock then held by New Atlas was recapitalized into a single share; • as of the Effective Time, New Atlas assumed (a) the Atlas Energy Solutions Inc. Long Term Incentive Plan (the “LTIP”), (b) all awards of restricted stock units and performance share units, in each case, whether vested or unvested, that were then outstanding under the LTIP, (c) the grant notices and agreements evidencing such awards, and (d) the then remaining unallocated share reserve issuable under the LTIP; and the terms and conditions that were in effect immediately prior to the Up-C Simplification under each outstanding award assumed by New Atlas continue in full force and effect after the Up-C Simplification, with certain exceptions to reflect the completion of the Up-C Simplification, such as each award denominated with reference to shares of New Atlas Common Stock instead of Old Atlas Class A Common Stock and the performance share unit awards being in reference to performance of New Atlas instead of performance of Old Atlas (with respect to the portion of the applicable performance period following the Up-C Simplification); • as of the Effective Time, (a) New Atlas assumed Old Atlas’s existing Management Change in Control Severance Plan (and each participation agreement thereunder that was then outstanding) and (b) the terms and conditions of the director compensation program applicable to members of the board of directors of Old Atlas (and any committees thereof) were applied instead to members of the board of directors of New Atlas (and any committees thereof) (and any portion of such compensation to be granted in the form of equity-based awards will be granted in awards denominated with reference to shares of New Atlas Common Stock instead of Old Atlas Class A Common Stock); and • Old Atlas changed its name from “Atlas Energy Solutions Inc.” to “AESI Holdings Inc.,” and New Atlas changed its name from “New Atlas HoldCo Inc.” to “Atlas Energy Solutions Inc.” New Atlas was approved to have the shares of New Atlas Common Stock listed on the New York Stock Exchange under the ticker symbol “AESI,” the trading symbol previously used by Old Atlas. After completion of the Up-C Simplification, New Atlas replaced Old Atlas as the publicly held entity and, through its subsidiaries, conducts all of the operations previously conducted by Old Atlas, and Old Atlas remains the managing member of Atlas Operating. The foregoing description is not complete and is qualified in its entirety by reference to the Master Reorganization Agreement, a copy of which is filed as Exhibit 2.2 to this Annual Report on Form 10-K (this “Annual Report”). The Up-C Simplification was a common control transaction; therefore, the redeemable noncontrolling interest was acquired as an equity transaction. The redeemable noncontrolling interest was adjusted to the maximum redemption amount based on the 10-day volume-weighted average closing price of shares of Old Atlas Class A Common Stock at the redemption date. The carrying amount of the redeemable noncontrolling interest was reclassified to reflect the change in the Company’s ownership interest with an offsetting entry to additional paid-in capital. On October 2, 2023, the date the Up-C Simplification was completed, a corresponding deferred tax liability of approximately $ 62.7 million was recorded associated with the exchange of the redeemable noncontrolling interest in Old Atlas for shares of New Atlas Common Stock. The offset of the deferred tax liability was recorded to additional paid-in capital. As there was no change in control of Old Atlas, or the businesses or subsidiaries held by Old Atlas as a result of the Up-C Simplification, purchase accounting was not required and the carrying amount of the redeemable noncontrolling interest was removed to reflect the change in the Company’s ownership interest. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2—Summary of Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements (the “Financial Statements”) have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and SEC requirements. All adjustments necessary for a fair presentation of the Financial Statements have been included. Such adjustments are of a normal, recurring nature. These consolidated financial statements include the accounts of New Atlas, Old Atlas, Atlas Operating, Atlas LLC, and Atlas LLC’s wholly-owned subsidiaries: Atlas Sand Employee Company, LLC; Atlas OLC Employee Company, LLC; Atlas Construction Employee Company, LLC; Atlas Sand Employee Holding Company, LLC; Fountainhead Logistics Employee Company, LLC; Atlas Sand Construction, LLC; OLC Kermit, LLC; OLC Monahans, LLC; Fountainhead Logistics, LLC; Fountainhead Transportation Services, LLC; and Fountainhead Equipment Leasing, LLC. Reorganization As discussed in Note 1 - Business and Organization , as a result of our IPO and the Reorganization and prior to the Up-C Simplification, Old Atlas became the managing member of Atlas Operating and consolidated entities in which it had a controlling financial interest through the end of the reporting period. The Reorganization was considered a transaction between entities under common control. As a result, the financial statements for periods prior to the IPO and the Reorganization have been adjusted to combine the previously separate entities for presentation purposes. However, Old Atlas and Atlas Operating had no operations or assets and liabilities prior to our IPO. As such, for periods prior to the completion of our IPO, the consolidated financial statements represent the historical financial position and results of operations of Atlas LLC and its subsidiaries. For periods after the completion of our IPO through the end of the reporting period, the financial position and results of operations include those of Old Atlas and New Atlas. Up-C Simplification As discussed in Note 1 - Business and Organization , as a result of the Up-C Simplification, New Atlas replaced Old Atlas as the publicly held entity and, through its subsidiaries, conducts all of the operations previously conducted by Old Atlas, and Old Atlas remains the managing member of Atlas Operating. The Up-C Simplification was considered an acquisition of noncontrolling interest transaction between entities under common control. As such, the consolidated financial position and results of operations of the Company are included in the consolidated financial statements of New Atlas on the same basis as previously presented except for the acquisition of noncontrolling interest which was accounted for as an equity transaction. Consolidation The Financial Statements include the accounts of the Company and wholly-owned subsidiaries. All intercompany transactions and accounts have been eliminated in consolidation. Use of Estimates The preparation of Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the related disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates used in the preparation of these financial statements include, but are not limited to: the proppant reserves and their impact on calculating the depletion expense under the units-of-production method; the depreciation and amortization associated with property, plant and equipment; stock-based and unit-based compensation; asset retirement obligations; and certain liabilities. The Company bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances. Actual results could differ from those estimates. Cash and Cash Equivalents Cash and cash equivalents consist of all highly liquid investments that are readily convertible into cash and have original maturities of three months or less when purchased. As of December 31, 2023, we have deposit s of $ 131.1 million in an Insured Cash Sweep (“ICS”) Deposit Placement Agreement within IntraFi Network LLC facilitated by our bank. The ICS program provides the Company with access to FDIC insurance for our total cash held within the ICS. We had an additional $ 26.4 million in 1-month and 2-month United States Treasury Bills which are fully backed by the United States as of December 31, 2023. We place our remaining cash deposits with high-credit-quality financial institutions. At times, a portion of our cash may be uninsured or in deposit accounts that exceed or are not covered under the Federal Deposit Insurance Corporation limit. Concentrations of Credit Risk Throughout 2023 and 2022, the Company has maintained cash balances on deposit and time deposits with financial institutions in excess of federally insured amounts; however, all these financial institutions hold an investment-grade rating by one or more major rating agencies. For the year ended December 31, 2023, two customers comprised 25 % and 10 % of the Company’s sales. For the year ended December 31, 2022, one customer comprised 12 % of the Company’s sales. For the year ended December 31, 2021, one customer comprised 13 % of the Company’s sales . Accounts Receivable and Allowance for Credit Losses Accounts receivable are recorded at cost when earned and represent claims against third parties that will be settled in cash. These receivables generally do not bear interest. The carrying value of our receivables, net of allowance for credit losses, represents the estimated collectable amount. If events or changes in circumstances indicate specific receivable balances may be impaired, further consideration is given to our ability to collect those balances and the allowance is adjusted accordingly. We perform credit evaluations of new customers, and sometimes require deposits and prepayments, to mitigate credit risk. When it is probable that all or part of an outstanding balance will not be collected, we establish an allowance for credit losses. The Company recognized $ 0.1 million of bad debt expense during the year ended December 31, 2021 as the Company determined the bad debt was not collectable and the allowance for doubtful accounts was written off. For the year ended December 31, 2022, the Company did no t recognize bad debt expense during the year and had no allowance for doubtful accounts. On January 1, 2023, we adopted Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326) - Measurement of Credit Losses on Financial Instruments, which replaced the prior incurred loss impairment model with an expected credit loss impairment model for financial instruments, including accounts receivable. The adoption of ASU 2016-13 did not result in a material cumulative-effect adjustment to retained earnings on January 1, 2023. We are exposed to credit losses primarily through sales of products and services. We analyze accounts receivable on an individual customer and overall basis through review of historical collection experience and current aging status of our customer accounts. We also consider the financial condition and economic environment of our customers in evaluating the need for an allowance. As of December 31, 2023, we had de minimis allowance for credit losses, which is included in accounts receivable on the consolidated balance sheets, and recognized de minimis bad debt expense during the year. As of December 31, 2023, four customers represented 19 %, 16 %, 12 %, and 11 % of the Company’s outstanding accounts receivable balance. A s of December 31, 2022, two customers represented 19 % and 13 % of the Company’s outstanding accounts receivable balance. Accounts Receivable—Related Parties These amounts represent reimbursement of vendor payments from related parties and outstanding billings with a customer. Inventories Inventories include raw sand stockpiles, in-process product, and finished product available for shipment. Inventories are valued at the lower of cost or net realizable value. Cost is determined using a weighted average cost method. Production costs include direct excavation costs, production personnel and benefits costs, processing costs, rental equipment costs, other costs directly attributable to plant operations, depreciation, and depletion. Spare Part Inventories Spare part inventories include critical spares, materials and supplies. Spare part inventories are valued at the lower of cost or net realizable value. Cost is determined using a weighted average cost method. For both years ended December 31, 2023 and 2022, there was $ 0.7 million in spare parts inventory reserve. Prepaid Expenses and Other Current Assets Prepaid expenses consist primarily of prepaid federal tax payments, prepaid software fees, prepaid rent, delay rental payments on leased land, insurance, trade show fees and sales events. These expenses are recognized over the contract period as events occur or when the future benefit is realized. As of December 31, 2023 and 2022, prepaid expenses were $ 15.4 million and $ 5.2 million, respectively. Other current assets consist of certain short-term supplier deposits for leased equipment, which were de minimis and $ 0.7 million as of December 31, 2023 and 2022, respectively. Property, Plant and Equipment, Including Depreciation and Depletion Property, plant and equipment are recorded at cost and depreciated over their estimated useful lives using either the straight-line method or the units of production method. Construction in progress is comprised of assets which have not been placed into service and is not depreciated until the related assets or improvements are ready to be placed into service. Interest incurred during the construction of plant facilities was capitalized. Capitalized interest was recorded within plant facilities associated with productive, depletable properties, until the plant facilities were placed into service, and is being amortized using the units of production method. The Company did no t capitalize interest for the years ended December 31, 2023, 2022 and 2021. Costs of improvements that extend economic life or improve service potential are capitalized and depreciated over the remaining useful life of the asset, with routine repairs and maintenance expensed as incurred. Fixed assets are carried at historical cost. Fixed assets, other than plant facilities associated with productive, depletable properties, are depreciated using the straight-line method over the estimated useful lives of the assets as follows: Plant facilities and equipment 1 – 40 years Furniture and office equipment 3 – 15 years Computer and network equipment 3 – 7 years Buildings and leasehold improvements 5 – 40 years Logistic equipment 4 – 7 years Mine development project costs are capitalized once the deposit is classified as a proven and probable reserve. Mine development costs include engineering, mineralogical studies, drilling and other related costs to develop the mine and remove the overburden to initially expose the mineral and allow for the construction of an access way. Exploration costs are expensed as incurred and classified as exploration expense. Mining property and development costs are amortized using the units of production method on estimated recoverable tonnage, which equals estimated proven and probable reserves. The impact to reserve estimates is recognized on a prospective basis. Drilling and related costs are capitalized for deposits where proven and probable reserves exist. These activities are directed at obtaining additional information on the deposit or converting non-reserve minerals to proven and probable reserves, with the benefit being realized over a period greater than one year. Impairment or Disposal of Property, Plant and Mine Development The Company periodically evaluates whether current events or circumstances indicate that the carrying value of our property, plant and equipment assets may not be recoverable. If circumstances indicate that the carrying value may not be recoverable, the Company estimates future undiscounted net cash flows using estimates, including but not limited to estimates of proven and probable sand reserves, estimated future sales prices (considering historical and current prices, price trends and related factors), operating costs and anticipated capital expenditures. If the undiscounted cash flows are less than the carrying value of the assets, the Company recognizes an impairment loss equal to the amount by which the carrying value exceeds the fair value of the assets. The recoverability of the carrying value of the Company’s mining property and development costs are dependent upon the successful development and commercial production of the Company’s mineral deposit and the related processing facilities. The Company’s evaluation of mineral properties for potential impairment primarily includes evaluating changes in the mineral reserves, or the underlying estimates and assumptions, including estimated production costs. Assessing the economic feasibility requires certain estimates including the prices of products to be produced and processing recovery rates, as well as operating and capital costs. Deferred Offering Costs Deferred offering costs consisted primarily of accounting, legal, and other fees related to our IPO. The deferred offering costs were offset against the proceeds from the offering. See Note 1 – Business and Organization - Initial Public Offering section for more details. As of December 31, 2023 and 2022, the Company had no deferred offering costs and $ 6.3 million of deferred offering costs within other long-term assets on the consolidated balance sheets, respectively. Asset Retirement Obligations In accordance with ASC 410-20, Asset Retirement Obligations, the Company records a liability for asset retirement obligations at the fair value of the estimated costs to retire a tangible long-lived asset at the time the liability is incurred, when there is a legal obligation to incur costs to retire the asset and when a reasonable estimate of the fair value of the obligation can be made. The Company has asset retirement obligations with respect to certain assets due to various contractual obligations to clean and/or dispose of those assets at the time they are retired. A liability for the fair value of an asset retirement obligation, with a corresponding increase to the carrying value of related long-lived assets, is recognized at the time of an obligating event. The asset is depreciated using the straight-line method, and the discounted liability is increased through accretion over the expected timing of settlement. The estimated liability is based on third-party estimates of costs to abandon, including estimated economic lives and external estimates as to the cost to bring the land to a state required by the lease agreements. The Company utilized a discounted rate reflecting management’s best estimate of the credit-adjusted risk-free rate. Revisions to the liability could occur due to changes in the estimated costs, changes in the economic life or if federal or state regulators enact new requirements regarding the abandonment. Accretion expense, which was $ 0.1 million for each years ended December 31, 2023, 2022 and 2021, is recorded on the consolidated statement of operations in depreciation, depletion and accretion expense. The asset retirement obligation is recorded within other long-term liabilities on the consolidated balance sheet. Changes in the asset retirement obligations are as follows (in thousands): For the Year Ended December 31, 2023 2022 Beginning Balance $ 1,245 $ 1,179 Additions to liabilities 1,374 — Accretion expense 86 66 Ending Balance $ 2,705 $ 1,245 Deferred Debt Discount and Financing Costs We defer costs directly associated with acquiring third-party financing, primarily loan origination costs and related professional expenses. Debt issuance costs associated with the 2023 Term Loan Credit Facility (as defined below under Note 6- Leases) , the 2021 Term Loan Credit Facility (as defined below under Note 7- Debt ), and the 2018 Term Loan Credit Facility (as defined below under Note 7- Debt ) are deferred and amortized using the effective interest rate method over the life of the associated third-party debt financing. Deferred financing costs associated with the 2023 ABL Credit Facility (as defined below under Note 7- Debt ) and the 2018 ABL Credit Facility (as defined below under Note 7- Debt ) are amortized on a straight-line basis over the life of the agreement. Deferred financing costs are reflected as a direct deduction from the carrying amount of the related debt obligation on the Company’s consolidated balance sheets. Interest expense associated with the amortization of deferred financing costs was $ 0.3 million , $ 0.4 million, and $ 0.7 million for the years ended December 31, 2023, 2022 and 2021, respectively. See Note 7 – Debt for more information. Our debt discounts are reflected as a direct reduction from the carrying amount of the debt obligation on the Company’s consolidated balance sheets. Such costs are amortized to interest expense using the effective interest method. The Company recognized $ 0.8 million, $ 0.5 million, and $ 7.3 million of interest expense associated with the amortization of the debt discounts for the years ended December 31, 2023, 2022 and 2021, respectively. See Note 7 – Debt for more information. Fair Value of Financial Instruments Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. The amounts reported in the balance sheets as current assets or liabilities, including cash and cash equivalents, accounts receivable, spare parts inventories, inventories, prepaid expenses and other current assets, accounts payable, accrued liabilities and deferred revenues approximate fair value due to the short-term maturities of these instruments. The Company’s policy is to recognize transfers between levels at the end of the period. This disclosure does not impact the Company’s financial position, results of operations or cash flows. As of the dates indicated, the Company’s long-term debt consisted of the following (in thousands): At December 31, 2023 At December 31, 2022 Carrying Value Fair Value Carrying Value Fair Value Valuation Technique Financial liabilities Outstanding principal amount of the 2021 Term Loan Credit Facility $ — $ — $ 147,174 $ 146,837 Level 2 – Market Approach Outstanding principal amount of the 2023 Term Loan Credit Facility $ 172,820 $ 182,446 $ — $ — Level 2 – Market Approach Our 2021 Term Loan Credit Facility (as defined below under Note 7- Debt) bears interest at a fixed rate of 8.47 %, where its fair value will fluctuate based on changes in interest rates and credit quality. On July 31, 2023, Atlas LLC entered into the 2023 Term Loan Credit Facility ( as defined below under Note 6- Leases) . The proceeds from the 2023 Term Loan Credit Facility were used to repay outstanding indebtedness under our previous 2021 Term Loan Credit Facility. The 2023 Term Loan Credit Facility bears interest at a fixed rate of 9.50 %. As of December 31, 2022 and 2023, the fair value of long-term debt has been determined by discounting the future cash flows using current market interest rates for similar financial instruments. These inputs are not quoted prices in active markets, but they are either directly or indirectly observable; therefore, they are classified as Level 2 inputs. Leases The Company leases office space, equipment, and vehicles under non-cancellable agreements. The Company’s leases may include options to extend or renew at the Company’s discretion. The measurement of the lease term includes options to extend or renew when it is reasonably certain the Company will exercise those options. Lease assets and liabilities are recognized at the commencement date based on the present value of minimum lease payments over the lease term. To determine the present value of future minimum lease payments, the Company uses the implicit rate when readily determinable; however, certain leases do not provide an implicit rate. Therefore, to determine the present value of minimum lease payments, the Company uses the incremental borrowing rate based on the information available at the commencement date of the lease. The Company’s finance lease agreements typically include an interest rate that is used to determine the present value of future lease payments. Short-term operating leases with an initial term of 12 months or less are not recorded on our balance sheet. Minimum lease payments are expensed on a straight-line basis over the lease term, including reasonably certain renewal options. The Company periodically evaluates whether current events or circumstances indicate that the carrying value of our right-of-use assets exceeds fair value. If such a review should indicate that the carrying amount of right-of-use asset is not recoverable, the Company will reduce the carrying amount of such assets to fair value. Environmental Costs and Other Contingencies The Company recognizes liabilities for environmental and other contingencies when there is an exposure that indicates it is both probable that a liability has been incurred and the amount of loss can be reasonably estimated. Where the most likely outcome of a contingency can be reasonably estimated, the Company accrues a liability for that amount. Where the most likely outcome cannot be estimated a range of potential losses is established and, if no one amount in that range is more likely than any other, the amount at the low end of that range is accrued. The Company records liabilities for environmental contingencies at the undiscounted amounts on the consolidated balance sheets as accrued liabilities and other liabilities when environmental assessments indicate that remediation efforts are probable, and costs can be reasonably estimated. Estimates of the liabilities are based on currently available facts and presently enacted laws and regulations, taking into consideration the likely effects of other societal and economic factors. These estimates are subject to revision in future periods based on actual costs or new circumstances. The Company capitalizes costs that benefit future periods and recognizes a current period charge in operations and maintenance expenses when clean-up efforts do not benefit future periods. The Company evaluates potential recoveries of amounts from third parties, including insurance coverage, separately from the liability. Recovery is evaluated based on the solvency of the third party, among other factors. When recovery is assured, the Company records and reports an asset separately from the associated liability on the consolidated balance sheets. Management is not aware of any environmental or other contingencies that would have a material effect on the consolidated financial statements for the years ended December 31, 2023, 2022 and 2021. Revenues Under ASC Topic 606-Revenue from Contracts with Customers (“ASC 606”), revenue recognition is based on the transfer of control, or the customer’s ability to benefit from the services and products in an amount that reflects the consideration expected to be received in exchange for those services and products. In recognizing revenue for products and services, the transaction price is determined from sales orders or contracts with customers. The Company generates revenues from the sale of product that customers purchase for use in the oil and gas industry. Revenues are derived from product sold to customers under supply agreements, whose terms can extend for over one year, and from spot sales through individual purchase orders executed at prevailing market rates. The Company’s product revenues are primarily a function of the price per ton realized and the volumes sold. Pricing structures under the supply agreements are, in certain cases, subject to certain contractual adjustments and consist of a combination of negotiated pricing and fixed pricing. These arrangements may undergo periodic negotiations regarding pricing and volume requirements, which may occur in volatile market conditions. The Company generates service revenue by providing transportation, storage solutions and contract labor services to companies in the oil and gas industry. Transportation services typically consist of transporting product from the plant facilities to the wellsite. The amounts invoiced reflect the transportation services rendered. The amounts invoiced for storage solutions and contract labor services reflect the amount of time these services were utilized in the billing period. Transportation, storage solutions and contract labor services are contracted through work orders executed under established pricing terms. The Company recognizes revenue for product at a point in time following the transfer of control and satisfaction of the performance obligation of such items to the customer, under ASC 606, which typically occurs upon customer pick-up at the facilities. The Company recognizes revenue for services when services are rendered to the customer and the performance obligation is satisfied. The Company’s standard collection terms are generally 30 days, with certain customer payment terms extending up to 60 days. Certain of the Company’s contracts contain shortfall provisions that calculate agreed upon fees that are billed when the customer does not meet the minimum purchases over a period of time defined in each contract and when collectability is reasonably certain. As the Company does not have the ability to predict customers’ orders over the period, there are constraints around the ability to recognize the variability in consideration related to this condition. The Company did no t recognize shortfall revenue for the years ended December 31, 2023, 2022 and 2021. All of the Company’s revenue is generated in Texas and New Mexico. Revenue is disaggregated by product and service sales, no further disaggregation of revenue information is provided. The Company has elected to use the ASC 606 practical expedients, pursuant to which it has excluded disclosures of transaction prices allocated to remaining performance obligations and when it expects to recognize such revenue. The remaining performance obligations are primarily comprised of unfulfilled contracts to deliver product, most of which hold a remaining duration of less than one year, and of which ultimate transaction prices will be allocated entirely to the unfulfilled contracts. The Company’s transaction prices under these contracts may be impacted by market conditions and potential contract negotiations, which have not yet been determined, and are therefore variable in nature. The Company occasionally receives prepayments from customers for future deliveries of product. These prepayments represent consideration that is unconditional for which the Company has yet to transfer title to the product. Amounts received from customers in advance of product deliveries are recorded as contract liabilities referred to as deferred revenues and are recognized as revenue upon delivery of the product. The Company did no t recognize any deferred revenue on the Company’s consolidated balance sheets as of years ended December 31, 2023 and 2022. Unit-Based Compensation The Company awards incentive units to members of management, consultants and employees as incentive compensation. The Company accounts for these awards under the measurement and recognition provisions of Accounting Standards Codification (“ASC”) 718, Compensation - Stock Compensation. The Company accounts for unit-based compensation by amortizing the fair value of the units, which is determined at the grant date, over the applicable vesting period for each tranche of the award using a graded vesting methodology. The Company accounts for forfeitures as they occur and reverses any previously recognized unit-based compensation expense for the unvested portion of the awards that were forfeited. Unit-based compensation expense is recognized as selling, general and administrative expense on the Company’s consolidated statements of operations. Stock-Based Compensation We account for stock-based compensation, including grants of incentive units, restricted stock awards, time-based restricted stock units and performance share units, under the measurement and recognition provisions of Accounting Standards Codification (“ASC”) 718, Compensation – Stock Compensation (“ASC 718”). We account for stock and unit-based compensation by amortizing the fair value of the stock or units, which is determined at the grant date, on a straight-line basis unless the tranche method is required. We account for forfeitures as they occur and reverse any previously recognized stock or unit-based compensation expense for the unvested portion of the awards that were forfeited. The number of forfeited shares shall again be available for purposes of awards under the LTIP. Stock-based compensation expense is recognized as selling, general and administrative expense on the Company’s consolidated statements of operations. Earnings Per Share We use the treasury stock method to determine the potential dilutive effect of outstanding restricted stock units and performance share units. We evaluated the potential dilutive effect of Old Atlas Class B Common Stock using the “if-converted” method, noting conversion of Old Atlas Class B Common Stock to Old Atlas Class A Common Stock would not have a dilutive impact to earnings per share. Each share of Old Atlas Class B Common Stock was issued in conjunction with and only as a consequence of the issuance by Atlas Operating of an Operating Unit to a securityholder other than Old Atlas. Old Atlas was a holding company the only assets of which were equity interests in Atlas Operating. Prior to the Up-C Simplification, the earnings of Atlas Operating per unit were attributable to Old Atlas and the other Legacy Owners, as the holders of the outstanding Operating Units. Because each holder of Operating Units other than Old Atlas also held one share of Old Atlas Class B Common Stock, and because Old Atlas consolidated the results of operations of Atlas Operating, the earnings per Operating Unit attributable to the Legacy Owners for the period prior to the Up-C Simplification were derivatively attributable to the corresponding shares of Old Atlas Class B Common Stock held by such Legacy Owners. For that reason, when a Legacy Owner determined to exercise its Redemption Right (as defined below in Note 9 - Stockholders' Equity ) and exchange an Operating Unit (and corresponding share of Old Atlas Class B Common Stock), for a share of Old Atlas Class A Common Stock, there was not a dilutive impact to the earnings per share of the Old Atlas Class A Common Stock. In connection with the Up-C Simplification, each Operating Unit issued and outstanding immediately prior to the effective time of the Mergers (the “Effective Time”), other than Operating Units held by Old Atlas, was exchanged for one share of New Atlas Common Stock, the holders of such Operating Units became stockholders of New Atlas, and all of the Old Atlas Class B Common Stock issued and outstanding immediately prior to the Effective Time was surrendered and cancelled for no consideration. This exchange did not have a di |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2023 | |
Inventory, Net [Abstract] | |
Inventories | Note 3—Inventories Inventories consisted of the following (in thousands): For the Year Ended December 31, 2023 2022 Raw materials $ 441 $ 290 Work-in-process 4,937 4,825 Finished goods 1,071 499 Inventories $ 6,449 $ 5,614 For the years ended December 31, 2023 and 2022, no inventory reserve was deemed necessary. |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net | Note 4—Property, Plant and Equipment, Net Property, plant and equipment, net, consisted of the following (in thousands): For the Year Ended December 31, 2023 2022 Plant facilities associated with productive, depletable properties $ 243,618 $ 243,613 Plant equipment 489,953 251,122 Land 3,197 3,009 Furniture and office equipment 2,362 1,407 Computer and network equipment 1,648 1,648 Buildings and leasehold improvements 32,558 25,402 Logistics equipment 48,139 1,591 Construction in progress 248,004 111,711 Property, plant and equipment 1,069,479 639,503 Less: Accumulated depreciation and depletion ( 134,819 ) ( 97,979 ) Property, plant and equipment, net $ 934,660 $ 541,524 Depreciation expense recognized in depreciation, depletion and accretion expense w as $ 34.0 million, $ 22.1 million, and $ 19.4 million for the years ended December 31, 2023, 2022, and 2021, respectively. Depletion expense recognized in depreciation, depletion and accretion expense was $ 5.8 million, $ 5.4 million, and $ 4.2 million for the years ended December 31, 2023, 2022, and 2021, respectively. Depreciation expense recognized in selling, general and administrative expense was $ 1.8 million, $ 1.1 million, and $ 1.0 million for the years ended December 31, 2023, 2022 and 2021, respectively. The Company did no t recognize impairment of long-lived assets or loss on disposal of assets for the years ended December 31, 2023 , 2022, and 2021. |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Note 5—Accrued Liabilities Accrued liabilities consisted of the following (in thousands): For the Year Ended December 31, 2023 2022 Accrued capital expenditures $ 7,317 $ 10,536 Accrued personnel costs 4,370 1,485 Accrued production costs 5,627 4,586 Accrued royalties 2,356 6,529 Professional services 1,251 1,263 Sales and use tax payable 3,373 2,144 Other 4,164 4,087 Total accrued liabilities $ 28,458 $ 30,630 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Leases | Note 6—Leases The Company has operating and finance leases primarily for office space, equipment, and vehicles. The terms and conditions for these leases vary by the type of underlying asset. The adoption of ASC Topic 842 resulted in the recognition of finance lease right-of-use assets, operating lease right-of-use assets, and lease liabilities for finance and operating leases. As of January 1, 2022, the adoption of the new standard resulted in the recognition of finance lease right-of-use assets of $ 0.7 million, including $ 0.7 million reclassified from property, plant and equipment, net, and finance lease liabilities of $ 0.6 million. Additionally, the Company recorded operating lease right-of-use assets of $ 5.4 million and operating lease liabilities of $ 7.1 million, including $ 2.3 million and $ 4.8 million recorded to other short-term liabilities and other long-term liabilities, respectively as of January 1, 2022. There was no significant impact to the consolidated statements of income, equity or cash flows. Certain leases include variable lease payments for items such as property taxes, insurance, maintenance, and other operating expenses associated with leased assets. Payments that vary based on an index or rate are included in the measurement of lease assets and liabilities at the rate as of the commencement date. All other variable lease payments are excluded from the measurement of lease assets and liabilities, and are recognized in the period in which the obligation for those payments is incurred. The components of lease cost were as follows (in thousands ): For the Year Ended December 31, 2023 2022 Finance lease cost: Amortization of right-of-use assets $ 4,358 $ 2,027 Interest on lease liabilities 1,748 666 Operating lease cost 1,111 1,085 Variable lease cost 651 706 Short-term lease cost 25,763 12,576 Total lease cost $ 33,631 $ 17,060 Supplemental cash flow and other information related to leases were as follows (in thousands): For the Year Ended December 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 1,312 $ 1,305 Operating cash outflows from finance leases $ 1,748 $ 666 Financing cash outflows from finance leases $ 2,001 $ 1,010 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases $ 559 $ 6,245 Finance leases $ 25,063 $ 21,201 During the year ended December 31, 2022, the Company modified an agreement which related to certain operating right-of-use assets of $ 1.3 million and liabilities of $ 1.3 million, and the change in terms increased the amount, extended the term, and resulted in finance lease classification. In connection with this modification, the Company recognized finance lease right-of-use assets of $ 3.2 million and liabilities of $ 3.2 million. There was no gain or loss recognized as a result of these amendments. Lease terms and discount rates were as follows: For the Year Ended December 31, 2023 2022 Weighted-average remaining lease term: Operating leases 3.6 years 4.5 years Finance leases 3.6 years 5.3 years Weighted-average discount rate: Operating leases 4.7 % 4.3 % Finance leases 5.2 % 9.4 % Future minimum lease commitments as of December 31, 2023, are as follows (in thousands): Finance Operating 2024 $ 176 $ 1,443 2025 90 1,474 2026 90 1,414 2027 90 815 2028 21 11 Thereafter — — Total lease payments 467 5,157 Less imputed interest 45 410 Total $ 422 $ 4,747 Supplemental balance sheet information related to our leases were as follows (in thousands): Classification December 31, 2023 December 31, 2022 Operating Leases Current operating lease liabilities Other current liabilities $ 1,249 $ 1,082 Noncurrent operating lease liabilities Other long-term liabilities $ 3,498 $ 4,287 Finance Leases Current finance lease liabilities Other current liabilities $ 158 $ 3,213 Noncurrent finance lease liabilities Other long-term liabilities $ 264 $ 16,942 On July 31, 2023, Atlas LLC entered into a credit agreement (the “2023 Term Loan Credit Agreement”) with Stonebriar Commercial Finance LLC (“Stonebriar”), as administrative agent and initial lender, pursuant to which Stonebriar extended Atlas LLC a term loan credit facility comprising a $ 180.0 million single advance term loan that was made on July 31, 2023 (the “Initial Term Loan”) and commitments to provide up to $ 100.0 million of delayed draw term loans (collectively, the “2023 Term Loan Credit Facility”). Proceeds from the 2023 Term Loan Credit Facility were used to repay $ 133.4 million of 2021 Term Loan Credit Facility principal and accrued interest, terminate $ 42.8 million of finance lease liabilities, as well as acquire $ 39.5 million of finance lease assets associated with certain equipment lease arrangements with Stonebriar. There was no gain or loss recognized as a result of this transaction. See Note 7 - Debt for further discussion on the 2023 Term Loan Credit Facility. On July 28, 2022, Atlas LLC entered into a master lease agreement with Stonebriar for the right, but not the obligation, to fund up to $ 10.0 million of purchases of dredges and related equipment. The interim financing for down payments on any purchased equipment is based on one-month Secured Overnight Financing Rate (“SOFR”), plus 8.0 %. The final interest rate is set upon acceptance of the equipment based on the terms of the agreement. On July 31, 2023, in connection with entering into the 2023 Term Loan Credit Agreement, all obligations under this master lease agreement were terminated, all associated assets were acquired and this master lease agreement was terminated. There was no gain or loss recognized as a result of this transaction. On May 16, 2022, Atlas LLC entered into a master lease agreement with Stonebriar for the right, but not the obligation, to fund up to $ 70.0 million of purchases of transportation and logistics equipment. The interim financing for down payments on any purchased equipment is based on one-month SOFR, plus 8.0 %. The final interest rate is set upon acceptance of the equipment based on the terms of the agreement. On July 31, 2023, in connection with entering into 2023 Term Loan Credit Agreement, all obligations under this master lease agreement were terminated, all associated assets were acquired and this master lease agreement was terminated. There was no gain or loss recognized as a result of this transaction. As of December 31, 2023, we had no additional leases that have not yet commenced. Certain transportation and logistics leases discussed here are a component of the purchase commitments discussed in Note 8 - Commitments and Contingencies. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Note 7—Debt Debt consists of the following (in thousands): For the Year Ended December 31, 2023 2022 Term Loan Credit Facility $ 180,000 $ 148,995 Less: Debt discount, net of accumulated amortization of $ 480 and $ 546 , respectively ( 6,769 ) ( 1,254 ) Less: Deferred financing fees, net of accumulated amortization of $ 29 and $ 248 , respectively ( 411 ) ( 567 ) Less: Current portion (a) — ( 20,586 ) Long-term debt $ 172,820 $ 126,588 (a) The current portion of long-term debt reflects payments based on the terms of the 2023 Term Loan Credit Facility and the 2021 Term Loan Credit Facility as of December 31, 2023 and December 31, 2022, respectively. 2023 Term Loan Credit Facility On July 31, 2023, Atlas LLC entered into the 2023 Term Loan Credit Agreement. The Initial Term Loan is payable in eighty-four consecutive monthly installments and a final payment of the remaining outstanding principal balance at maturity. The Initial Term Loan has a final maturity date of August 1, 2030 (the “Maturity Date”). The Initial Term Loan bears interest at a rate equal to 9.50 % per annum. Each delayed draw term loan (the “DDT Loans”) under the 2023 Term Loan Credit Facility will be payable in equal monthly installments, with the monthly installments comprising 80 % of the DDT Loan and a final payment of the remaining 20 % of the outstanding principal balance due at maturity, unless earlier prepaid. The DDT Loans will bear interest at a rate equal to the applicable Term SOFR Rate as of each Delayed Draw Funding Date (each as defined in the 2023 Term Loan Credit Agreement) plus 5.95 % per annum. All monthly installments with respect to the Initial Term Loan and the DDT Loans payable on or prior to January 1, 2025 will be interest only. At any time prior to the Maturity Date, Atlas LLC may redeem loans outstanding under the 2023 Term Loan Credit Facility, in whole or in part, at a price equal to 100 % of the principal amount being prepaid (the “Prepayment Amount”) plus a prepayment fee. The prepayment fee is equal to 8 % of the Prepayment Amount for any prepayment that occurs on or prior to December 31, 2024, 4 % of the Prepayment Amount for any prepayment that occurs after December 31, 2024 but on or prior to December 31, 2025, 3 % of the Prepayment Amount for any prepayment that occurs after December 31, 2025 but on or prior to December 31, 2026 and 2 % of the Prepayment Amount for any prepayment that occurs thereafter. Upon the maturity of the 2023 Term Loan Credit Facility, the entire unpaid principal amount of the loans outstanding thereunder, together with interest, fees and other amounts payable in connection with the facility, will be immediately due and payable without further notice or demand. Dividends and distributions to equity holders are permitted to be made pursuant to certain limited exceptions and baskets described in the 2023 Term Loan Credit Agreement and otherwise generally subject to certain restrictions set forth in the 2023 Term Loan Credit Agreement, including the requirements that (a) no Event of Default (as defined under the 2023 Term Loan Credit Agreement) has occurred and is continuing and (b) Atlas LLC maintains at least $ 30.0 million of Liquidity (as defined under the 2023 Term Loan Credit Agreement) pro forma for the Restricted Payment (as defined under the 2023 Term Loan Credit Agreement). The 2023 Term Loan Credit Facility includes certain non-financial covenants, including but not limited to restrictions on incurring additional debt and certain distributions. The 2023 Term Loan Credit Facility is subject to a maximum 4.0 to 1.0 Leverage Ratio (as defined in the 2023 Term Loan Credit Agreement) financial covenant. Such financial covenant is tested as of the last day of each fiscal quarter. Proceeds from the 2023 Term Loan Credit Facility were used to repay outstanding indebtedness under our previous 2021 Term Loan Credit Facility with Stonebriar, to repay obligations outstanding under certain equipment lease arrangements with Stonebriar and for general corporate purposes. As of December 31, 2023, the Company was in compliance with the covenants of the 2023 Term Loan Credit Facility. The 2023 Term Loan Credit Facility is unconditionally guaranteed, jointly and severally, by Atlas LLC and its subsidiaries and secured by substantially all of the assets of Atlas LLC and its subsidiaries. The 2023 Term Loan Credit Facility is unconditionally guaranteed on an unsecured basis by Atlas Energy Solutions Inc. 2023 ABL Credit Facility On February 22, 2023, Atlas LLC, certain of its subsidiaries, as guarantors, Bank of America, N.A., as agent, and certain financial institutions party thereto as lenders (the “2023 ABL Lenders”) entered into a Loan, Security and Guaranty Agreement (the “2023 ABL Credit Agreement”) pursuant to which the 2023 ABL Lenders provide revolving credit financing to Atlas LLC in an aggregate principal amount of up to $ 75.0 million (the “2023 ABL Credit Facility”), with Availability (as defined in the 2023 ABL Credit Agreement) thereunder subject to a “Borrowing Base” as described in the 2023 ABL Credit Agreement. The 2023 ABL Credit Facility includes a letter of credit sub-facility, which permits issuance of letters of credit up to an aggregate amount of $ 25.0 million. The scheduled maturity date of the 2023 ABL Credit Facility is February 22, 2028 ; provided that the 2023 ABL Credit Facility will mature on June 30, 2027 if any amount of the 2023 Term Loan Credit Facility that has a maturity date less than 91 days prior to February 22, 2028 is outstanding on June 30, 2027. As of December 31, 2023, Atlas LLC had no outstanding borrowings and $ 1.1 million outstanding letters of credit under the 2023 ABL Credit Facility. Atlas LLC may also request swingline loans under the 2023 ABL Credit Agreement in an aggregate principal amount not to exceed $ 7.5 million. During the year ended December 31, 2023, Atlas LLC had no outstanding swingline loans under the 2023 ABL Credit Facility. Borrowings under the 2023 ABL Credit Facility bear interest, at Atlas LLC’s option, at either a base rate or Term SOFR, as applicable, plus an applicable margin based on average availability as set forth in the 2023 ABL Credit Agreement. Term SOFR loans bear interest at Term SOFR for the applicable interest period plus an applicable margin, which ranges from 1.50 % to 2.00 % per annum based on average availability as set forth in the 2023 ABL Credit Agreement. Base rate loans bear interest at the applicable base rate, plus an applicable margin, which ranges from 0.50 % to 1.00 % per annum based on average availability as set forth in the 2023 ABL Credit Agreement. In addition to paying interest on outstanding principal under the 2023 ABL Credit Facility, Atlas LLC is required to pay a commitment fee which ranges from 0.375 % per annum to 0.500 % per annum with respect to the unutilized commitments under the 2023 ABL Credit Facility, based on the average utilization of the 2023 ABL Credit Facility. Atlas LLC is required to pay customary letter of credit fees, to the extent that one or more letter of credit is outstanding. For the year ended December 31, 2023, we recognized $ 0.3 million of interest expense, unutilized commitment fees and other fees under the 2023 ABL Credit Facility, classified as interest expense. The Borrowing Base was initially set at $ 75.0 million and the amount of available credit changes every month, depending on the amount of eligible accounts receivable and inventory we have available to serve as collateral. The Borrowing Base components are subject to customary reserves and eligibility criteria. As of December 31, 2023, the Borrowing Base was $ 75.0 million and Availability was $ 73.9 million. The 2023 ABL Credit Facility requires that if Availability is less than the greater of (i) 12.50 % of the Borrowing Base and (ii) $ 7.5 million, Atlas LLC must maintain a Fixed Charge Coverage Ratio (as defined in the 2023 ABL Credit Agreement) of at least 1.00 to 1.00 while a Covenant Trigger Period (as defined in the 2023 ABL Credit Agreement) is in effect. Under the 2023 ABL Credit Agreement, Atlas LLC is permitted to make payments of dividends and distributions pursuant to certain limited exceptions and baskets set forth therein and otherwise generally subject to certain restrictions described therein, including that (i) no Event of Default (as defined under the 2023 ABL Credit Agreement) has occurred and is continuing, and (ii) no loans and no more than $ 7.5 million in letters of credit that have not been cash collateralized are outstanding, and liquidity exceeds $ 30.0 million at all times during the 30 days prior to the date of the dividend or distribution; provided that if any loans are outstanding or outstanding letters of credit exceed $ 7.5 million and no Event of Default has occurred and is continuing, then Atlas LLC is permitted to make payments of dividends and distributions if, (i) Availability (as defined under the 2023 ABL Credit Agreement) is higher than the greater of (a) $ 12 million and (b) 20 % of the pro forma Borrowing Base then in effect and during the 30 days prior to the date of the dividend or distribution as if such dividend or distribution had been made at the beginning of such period, or if (ii) (a) Availability is higher than the greater of (x) $ 9 million and (y) 15 % of the pro forma Borrowing Base then in effect and during the 30 days prior to the date of the dividend or distributions as if such dividend or distribution had been made at the beginning of such period and (b) the Fixed Charge Coverage Ratio (as defined under the 2023 ABL Credit Agreement), as calculated on a pro forma basis, is greater than 1.00 to 1.00 , as provided under the 2023 ABL Credit Agreement. Additionally, Atlas LLC may make additional payments of dividends and distributions in qualified equity interests and may make Permitted Tax Distributions (as defined under the 2023 ABL Credit Agreement). The 2023 ABL Credit Facility contains certain customary representations and warranties, affirmative and negative covenants, and events of default. As of December 31, 2023, the Company was in compliance with the covenants under the 2023 ABL Credit Facility. The 2023 ABL Credit Facility is unconditionally guaranteed, jointly and severally, by Atlas LLC and its subsidiaries and secured by substantially all of the assets of Atlas LLC and its subsidiaries. 2021 Term Loan Credit Facility On October 20, 2021, Atlas LLC entered into a credit facility with Stonebriar (the “2021 Term Loan Credit Facility”) . The loans outstanding under the 2021 Term Loan Credit Facility bore interest at a rate of 8.47 % per annum and had an initial maturity date of October 1, 2027 . The 2021 Term Loan Credit Facility was unconditionally guaranteed, jointly and severally, by Atlas LLC and certain of its subsidiaries. The 2021 Term Loan Credit Facility was guaranteed on a secured basis and interest, plus principal, was initially payable in consecutive monthly installments. At any time prior to the October 1, 2027, maturity date, Atlas LLC could redeem the 2021 Term Loan Credit Facility, in whole or in part, at a price equal to 100 % of the principal amount plus a prepayment fee. The prepayment fee ranged from 3 % on or before October 20, 2022, to 2 % after October 20, 2022, and on or before October 20, 2023, and 1 % thereafter. Upon maturity of the 2021 Term Loan Credit Facility, the entire unpaid principal amount, together with interest, fees and other amounts payable in connection with the facility, would be immediately due and payable without further notice or demand. The 2021 Term Loan Credit Facility included certain covenants, including but not limited to restrictions on incurring additional debt and certain restricted payments. The 2021 Term Loan Credit Facility was not subject to financial covenants unless $ 5.0 million or more in aggregate was outstanding under the 2023 ABL Credit Agreement (as defined below), at which time a minimum average liquidity balance of $ 20.0 million must be maintained. Dividends and distributions to equity holders were permitted to be made pursuant to certain limited exceptions and baskets as described in the credit agreement governing the 2021 Term Loan Credit Facility (the “2021 Term Loan Credit Agreement”) and otherwise generally subject to certain restrictions as described in the 2021 Term Loan Credit Agreement, including the requirements that (a) no Event of Default (as defined in the 2021 Term Loan Credit Agreement) have occurred and be continuing, (b) Atlas LLC maintaining a $ 30.0 million cash balance pro forma for the Restricted Payment (as defined in the 2021 Term Loan Credit Agreement), (c) an Annualized Leverage Ratio (as defined in the 2021 Term Loan Credit Agreement) not greater than 2.00 to 1.00 and (d) Atlas LLC making a concurrent prepayment of the loans outstanding under the 2021 Term Loan Credit Facility, which prepayment would not subject to a prepayment penalty fee, in an amount equal to one-third or one-forth of the total equity distributions being made, based on a pro forma leverage ratio set forth in the 2021 Term Loan Credit Agreement. Furthermore, the 2021 Term Loan Credit Facility permitted dividends and distributions in certain other circumstances subject to the terms of the 2021 Term Loan Credit Agreement, including dividends and distributions made solely in certain qualified equity interests, tax distributions, and dividends of up to 10.0 % per annum of the net proceeds raised in our IPO. During 2022, Atlas LLC paid $ 45.0 million of equity distributions and concurrently prepaid $ 12.6 million of the 2021 Term Loan Credit Facility as required by the terms described above. In January 2023, prior to the Reorganization, the board of managers of Atlas LLC approved and paid $ 15.0 million of equity distributions, and Atlas LLC concurrently prepaid $ 3.8 million of the 2021 Term Loan Credit Facility as required by the terms described above. In May 2023, Atlas Operating approved and paid a distribution of $ 0.15 per Operating Unit, in the aggregate amount of $ 15.0 million, as permitted by the Amended and Restated Limited Liability Company Agreement of Atlas Operating (the “Atlas Operating LLCA”), and Atlas LLC declared and paid a quarterly variable dividend of $ 0.15 per share of Old Atlas Class A Common Stock. Concurrently with this distribution and dividend, Atlas LLC repaid $ 3.8 million of the 2021 Term Loan Credit Facility at par per the terms of the 2021 Term Loan Credit Facility. Proceeds from the 2021 Term Loan Credit Facility were used exclusively for general corporate purposes, which included the repayment of outstanding indebtedness under the 2018 Term Loan Credit Facility, and to make permitted distributions. As of December 31, 2022, the Atlas LLC was in compliance with the covenants of the 2021 Term Loan Credit Facility. The 2021 Term Loan Credit Facility was unconditionally guaranteed, jointly and severally, by Atlas LLC and certain of its subsidiaries and secured by substantially all of the assets of Atlas LLC and certain of its subsidiaries, excluding: OLC Kermit, LLC, OLC Monahans, LLC and Atlas OLC Employee Company, LLC. On February 22, 2023, Atlas LLC and Stonebriar agreed to amend the 2021 Term Loan Credit Facility to, among other things, permit Atlas LLC to enter into the 2023 ABL Credit Facility with the 2023 ABL Lenders and to update certain related terms. Repayment of the 2021 Term Loan Credit Facility On July 31, 2023, Atlas LLC entered into the 2023 Term Loan Credit Agreement with Stonebriar, proceeds from which were used to repay $ 133.4 million of 2021 Term Loan Credit Facility principal and accrued interest, repay $ 42.8 million of finance lease liabilities, as well as acquire $ 39.5 million of finance lease assets associated with certain equipment lease arrangements with Stonebriar. In connection with this refinancing, on July 31, 2023, we paid the lender a prepayment fee on the 2021 Term Loan Credit Facility of $ 2.6 million, a senior secured term loan fee on the 2023 Term Loan Credit Facility of $ 2.7 million and a DDT Loan fee on the 2023 Term Loan Credit Facility of $ 2.7 million. As this transaction was accounted for as a modification under ASC 470 - Debt, these fees paid to the lender, as well as previously unamortized debt discount and deferred financing fees associated with the 2021 Term Loan Credit Facility of $ 1.4 million were deferred and recorded as a direct reduction from the carrying amount of the debt obligation on the consolidated balance sheets. These deferred costs are amortized to interest expense using the effective interest method. 2018 Asset-Based Loan Credit Facility On December 14, 2018, Atlas LLC entered into the 2018 ABL Credit Facility that provided revolving credit financing with a borrowing capacity of up to $ 50.0 million. The 2018 ABL Credit Facility was unconditionally guaranteed, jointly and severally, by Atlas LLC and its subsidiaries. The 2018 ABL Credit Facility had a maturity date of December 14, 2023 . As of December 31, 2022, Atlas LLC had no outstanding borrowings under the 2018 ABL Credit Facility. The 2018 ABL Credit Facility included a letter of credit which permitted issuances of letters of credit up to an aggregate amount of $ 10.0 million. As of December 31, 2022, Atlas LLC had $ 1.1 million of outstanding letters of credit under the 2018 ABL Credit Facility. Atlas LLC could also request swingline loans under the agreement in an aggregate principal amount not to exceed $ 7.5 million. During the year ended December 31, 2022, Atlas LLC had no outstanding swingline loans under the 2018 ABL Credit Facility. Obligations under the 2018 ABL Credit Facility were secured by a first-priority lien on substantially all assets of Atlas LLC, until September 9, 2019, when the lenders and Atlas LLC entered into a split collateral intercreditor agreement, at which time the 2018 ABL Credit Facility became secured by a first-priority lien on inventory and accounts receivable held by Atlas LLC and its subsidiaries, and a second-priority lien on the remaining assets of Atlas LLC. Initially, the borrowing base was set at $ 35.0 million for the period beginning on December 14, 2018 and ending on April 1, 2019. Thereafter, the amount of available credit changed every month, depending on the amount of eligible accounts receivable and inventory Atlas LLC had available to serve as collateral. For the period beginning on April 1, 2019, and ending on June 30, 2019, the facility was limited to the lesser of (a) 85 % to 90 % of the eligible accounts receivable and (b) 75 % of the market value of the eligible inventory. Thereafter, the facility was limited to the lesser of (i) the aggregate commitment and (ii) the sum of (a) 85 % to 90 % of the eligible accounts receivable and (b) lesser of 70 % of the cost of the eligible inventory and 85 % of the orderly liquidation value of the eligible inventory. The borrowing base components were subject to customary reserves and eligibility criteria. As of December 31, 2022, availability was $ 48.9 million. Borrowings under the 2018 ABL Credit Facility bore interest, at Atlas LLC’s option, at either a base rate or London Interbank Offered Rate (“LIBOR”), as applicable, plus an applicable margin that ranges based on average excess availability. LIBOR loans bore interest at LIBOR plus an applicable margin, which ranged from 1.50 % to 2.00 %. Base rate loans bore interest at the applicable base rate, plus an applicable margin, which ranged from 0.50 % to 2.00 %. In addition to paying interest on outstanding principal under the 2018 ABL Credit Facility, Atlas LLC was required to pay a commitment fee of 0.375 % per annum with respect to the unutilized commitment under the 2018 ABL Credit Facility, based on the average utilization of the 2018 ABL Credit Facility. Atlas LLC was also required to pay customary letter of credit fees, to the extent that one or more letter of credit was outstanding. There were no outstanding borrowings under the 2018 ABL Credit Facility as of December 31, 2022. We recognized $ 0.2 million and $ 0.2 million of interest expense, unutilized commitment fees and other fees under the 2018 ABL Credit Facility, classified as interest expense, for the years ended December 31, 2022 and 2021, respectively. The 2018 ABL Credit Facility required that if the “availability,” as defined in the credit agreement governing the 2018 ABL Credit Facility (the “2018 ABL Credit Agreement”), was less than the greater of (i) 12.50% of the maximum credit and (ii) $ 5.0 million, Atlas LLC must comply with a minimum fixed charge coverage ratio of at least 1.00 to 1.00 , for covenant trigger periods beginning after March 14, 2019. In addition, the 2018 ABL Credit Facility contained negative covenants that restricted Atlas LLC from, among other things, incurring additional debt, granting liens, entering into guarantees, entering into certain mergers, making certain loans and investments, entering into swap agreements, disposing of assets, prepaying certain debt, declaring dividends, instituting accounting changes, entering into transactions with affiliates, modifying certain material agreements or organizational documents relating to, or changing the business it conducts. The 2018 ABL Credit Facility contained certain customary representations and warranties, affirmative covenants, and events of default, including, among other things, payment defaults, breach of representations and warranties, covenant defaults, cross-defaults and cross-acceleration to certain indebtedness, certain events of bankruptcy, certain events of abandonment, certain events under the Employee Retirement Income Security Act of 1974, as amended, material judgments, actual or asserted failure of any guaranty or security document supporting the 2018 ABL Credit Facility to be in full force and effect and change of control. If such an event of default had occurred, the lenders under the 2018 ABL Credit Facility would have been entitled to take various actions, including the acceleration of amounts due under the 2018 ABL Credit Facility and all actions permitted to be taken by a secured creditor. As of December 31, 2022, Atlas LLC was in compliance with the covenants of the 2018 ABL Credit Facility. Limited Waiver and First Amendment to the 2018 ABL Credit Facility On June 4, 2019, Atlas LLC and the lenders under the 2018 ABL Credit Facility entered into the First Amendment to the 2018 ABL Credit Facility (the “Limited Waiver and First Amendment”), which extended the due date for taking certain actions with regard to two wholly-owned subsidiaries of Atlas LLC, OLC Kermit, LLC and OLC Monahans, LLC, and allowed the making of limited investments into those subsidiaries. In addition, the lender agreed to waive any defaults or events of default that may have resulted from Atlas LLC’s acquisition of the two subsidiaries. The Limited Waiver and First Amendment was extended on each of August 31, 2019, December 31, 2019, and June 30, 2020. Second Amendment to the 2018 ABL Credit Facility On October 22, 2019, Atlas LLC and the lenders under the 2018 ABL Credit Facility agreed to further amend certain terms of the 2018 ABL Credit Facility to allow Atlas LLC to enter into insurance premium financing arrangements in the ordinary course of business. Third Amendment to the 2018 ABL Credit Facility On April 13, 2020, Atlas LLC and the lenders under the 2018 ABL Credit Facility agreed to further amend certain terms of the 2018 ABL Credit Facility allowing Atlas LLC, in the event the Qualified Small Business Administration Loan (“Qualified SBA Loan”) was not forgiven, or failed to qualify for forgiveness, in accordance with the terms of the Coronavirus Aid, Relief, and Economic Security Act (“CARES ACT”), to establish reserves up to the amount of the Qualified SBA Loan that was not forgiven or failed to qualify for forgiveness. Fourth Amendment to the 2018 ABL Credit Facility On March 23, 2021, Atlas LLC and the lenders under the 2018 ABL Credit Facility agreed to further amend certain terms of the 2018 ABL Credit Facility, including expanding the list of assets available for the calculation of available credit (the “Fourth Amendment to the 2018 ABL Credit Facility”). Subsequent to the execution of the Fourth Amendment to the 2018 ABL Credit Facility, the 2018 ABL Credit Facility was limited to the lessor of (i) the aggregate commitment and (ii) the sum of (a) 90 % of the book value of eligible accounts receivable, (b) lesser of 100 % “Pledged Cash,” defined, on any date, as the aggregate amount of unrestricted cash on deposit in the cash collateral account, and $ 25.0 million, and (c) the lesser of 70 % of the cost of eligible inventory and 85 % of the net orderly liquidation value of the eligible inventory. Atlas LLC was required to keep cash on deposit in the cash collateral account only to the extent any outstanding borrowings under the 2018 ABL Credit Facility exceeded the portion of the borrowing base represented by accounts receivable and inventory. The borrowing base components were subject to customary reserves and eligibility criteria. Additionally, the Fourth Amendment to the 2018 ABL Credit Facility contained provisions addressing the potential transition from LIBOR to a SOFR, in the event the administrator had ceased or would cease publication of LIBOR. Fifth Amendment to the 2018 ABL Credit Facility On October 20, 2021, Atlas LLC and the lender under the 2018 ABL Credit Facility agreed to further amend certain terms of the 2018 ABL Credit Facility, to, among other things, allow Atlas LLC to enter into the 2021 Term Loan Credit Facility to repay all borrowings outstanding under the 2018 Term Loan Credit Facility and to conform certain covenants under the 2018 ABL Credit Facility to the 2021 Term Loan Credit Facility. Termination of the 2018 Asset-Based Loan Credit Facility On February 22, 2023, Atlas LLC terminated the 2018 ABL Credit Facility. Atlas LLC had no borrowings under the 2018 ABL Credit Facility at the time of its termination. In connection with the termination, we charged the remaining balance of the deferred financing cost of $ 0.2 million to interest expense, net on the consolidated statements of operations for the year ended December 31, 2023. We incurred de minimis fees associated with the termination. 2018 Term Loan Credit Facility On January 30, 2018, the Atlas LLC entered into a credit facility with BlackGold SPV I LP (the “2018 Term Loan Credit Facility”) that provided debt financing in an aggregate principal amount of $ 150.0 million, which was funded in a series of tranches during 2018. In connection with the 2018 Term Loan Credit Facility, Atlas LLC delivered to the lender warrants for up to 41,299,845 Class D units representing membership interests in Atlas LLC (“Class D units”). During the year ended December 31, 2018, the lender exercised all 41,299,845 Class D warrants. Obligations under the 2018 Term Loan Credit Facility were secured by a second-priority lien on substantially all assets of Atlas LLC, until September 9, 2019, when the lenders and Atlas LLC entered into the split collateral intercreditor agreement, at which time the 2018 Term Loan Credit Facility became secured by a second-priority lien on inventory and accounts receivable held by Atlas LLC and its subsidiaries, and a first-priority lien on the remaining assets of Atlas LLC. In addition, Atlas LLC’s subsidiaries had guaranteed Atlas LLC’s obligations under the 2018 Term Loan Credit Facility and had granted to the lender security interests in substantially all respective assets. Borrowings under the 2018 Term Loan Credit Facility bore interest equal to the lesser of (1) the applicable interest rate, which was set at either 10 % or 13 % per annum, based upon the Atlas LLC’s consolidated leverage ratio or (2) the highest lawful rate, as defined in the credit agreement governing the 2018 Term Loan Credit Facility. Atlas LLC, at its option, could pay up to 50 % of any interest payment in-kind. The interest rate for the 2018 Term Loan Credit Facility was 13 % during the year ended December 31, 2021. We recognized interest expense associated with the 2018 Term Loan Credit Facility of $ 18.9 million for the year ended December 31, 2021. The 2018 Term Loan Credit Facility had a maturity date of January 30, 2023 , and, for certain loans, would amortize in quarterly installments equal to 1.00 % of the aggregate outstanding principal balance as of each quarterly payment date beginning with the initial payment, which was made for the year ended December 31, 2018. Beginning on March 31, 2021, the quarterly principal payments increased to 5.00 % of the aggregate outstanding principal balance, with the balance payable on the final maturity date, subject to the amend and extend provisions applicable under the agreement. Atlas LLC had the option to voluntarily prepay the outstanding 2018 Term Loan Credit Facility along with all interest then accrued and unpaid, in whole or in part, and the applicable premium payment based upon either (a) the present value using a discount rate based upon a U.S. Treasury rate plus 50 basis points of the amount of interest that would have been payable on the principal balance prepaid if prior to January 30, 2020, (b) 7% of the principal balance prepaid thereafter and prior to January 30, 2021, (c) 3% of the principal balance prepaid, anytime thereafter, or (d) 1% of the principal balance if prepaid upon the occurrence of an initial public offering. The 2018 Term Loan Credit Facility contained customary representations and warranties and customary affirmative and negative covenants, including limits or restrictions on Atlas LLC’s ability to incur liens, incur indebtedness, make certain restricted payments, merge or consolidate and dispose of assets. In addition, it contained customary events of default that entitled the lenders to cause any or all of Atlas LLC’s indebtedness under the 2018 Term Loan Credit Facility to become immediately due and payable. The events of default (some of which were subject to applicable grace or cure periods) included, among other things, nonpayment defaults, covenant defaults, cross-defaults to other material indebtedness, bankruptcy and insolvency defaults and material judgment defaults. First Amendment to the 2018 Term Loan Credit Facility On April 3, 2019, Atlas LLC and the lender under the 2018 Term Loan Credit Facility entered into the First Amendment to the 2018 Term Loan Credit Facility, which provided for borrowings of an additional $ 25.0 million, primarily to fund capital improvement projects. In addition, language related to the payment terms of the 2018 Term Loan Credit Facility was amended so that all aggregate outstanding principal related to the 2018 Term Loan Credit Facility, other than the paid-in-kind loans, would be paid according to the terms noted above. In connection with the First Amendment to the 2018 Term Loan Credit Facility, additional warrants were delivered for up to 4,192,460 Class D units, which were exercisable upon funding of the draws in proportion to the additional $ 25.0 million in borrowings. During the year ended December 31, 2020, the Company delivered and the lender immediately exercised the remaining 2,515,470 Class D warrants associated with the First Amendment. There were no warrants outstanding as of On June 20, 2019, Atlas LLC borrowed $ 5.0 million of the additional $ 25.0 million available under the 2018 Term Loan Credit Facility. On June 28, 2019, Atlas LLC borrowed another $ 5.0 million of the additional $ 25.0 million available under the 2018 Term Loan Credit Facility. On April 24, 2020 and July 7, 2020, Atlas LLC borrowed $ 12.2 and $ 2.3 million of the additional $ 25.0 million available under the 2018 Term Loan Credit Facility, respectively. Limited Waiver and Second Amendment to the 2018 Term Loan Credit Facility On June 4, 2019, Atlas LLC and the lender under the 2018 Term Loan Credit Facility entered into the Second Amendment to the 2018 Term Loan Credit Facility (the “Limited Waiver and Second Amendment”). The Limited Waiver and Second Amendment extended the due date for taking certain actions with regard to two wholly-owned subsidiaries of Atlas LLC, OLC Kermit, LLC and OLC Monahans, LLC, and allowed the making of limited investments into those subsidiaries. In addition, pursuant to the Limited Waiver and Second Amendment, the lender agreed to waive any defaults or events of default that may have resulted from Atlas LLC’s acquisition of the two subsidiar |
Commitments And Contingencies
Commitments And Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 8—Commitments and Contingencies Royalty Agreements Atlas LLC entered into a royalty agreement associated with its leased property at the Kermit facilities and a mining agreement associated with its leased property at the Monahans facility, in each case, with The Sealy & Smith Foundation, a related party. The royalty agreement associated with the Kermit facilities terminated on the date of our IPO, pursuant to the terms of the agreement. Under the mining agreement associated with the Monahans facility, we are committed to pay royalties on product sold from that facility and are required to pay a minimum royalties of $ 1.0 million for any lease year following our IPO. Royalty expense associated with these agreements is recorded as the product is sold and is included in costs of sales. Royalty expense totaled less than 10 % of cost of sales, between 10 % and 15 % of cost of sales, and less than 10 % of cost of sales for the years ended December 31, 2023, 2022, and 2021, respectively. Standby Letters of Credit On February 22, 2023, the 2018 ABL Credit Facility was terminated and our standby letters of credit were transferred to our 2023 ABL Credit Facility. For the years ended December 31, 2023 and 2022 , we had $ 1.1 million outstanding in standby letters of credit issued under the 2023 ABL Credit Facility and we had $ 1.1 million outstanding in standby letters of credit issued under the 2018 ABL Credit Facility, respectively. Lease Obligations As of December 31, 2023, the Company’s estimated future minimum lease payments under long-term operating and finance lease agreements are associated with the Company’s adoption of ASC 842 and relate to lease payment maturities. The Company’s leases include office space, equipment and vehicles. See Note 6 - Leases , for additional disclosure on the Company’s estimated future minimum lease payments. Purchase Commitments On March 23, 2022, we entered into an agreement to purchase transportation and logistics equipment in the amount of $ 26.2 million and $ 5.2 million in 2023 and 2022, respectively, subject to customary terms and conditions. As of December 31, 2023, there was no outstanding commitment associated with this agreement. On April 20, 2022, we entered into an agreement to purchase transportation and logistics equipment in the amount of $ 11.9 million and $ 8.5 million in 2023 and 2022, respectively, subject to customary terms and conditions. As of December 31, 2023, there was no outstanding commitment associated with this agreement. In addition, in connection with the construction of the Dune Express, we enter short-term purchase obligations for products and services. We expect to use the remaining $ 104.2 million of the net proceeds from the IPO and cash flow from operations to fund the obligations over the next approximately 12 months. Litigation We are involved in various legal and administrative proceedings that arise from time to time in the ordinary course of doing business. Some of these proceedings may result in fines, penalties or judgments being assessed against us, which may adversely affect our financial results. In addition, from time to time, we are involved in various disputes, which may or may not be settled prior to legal proceedings being instituted and which may result in losses in excess of accrued liabilities, if any, relating to such unresolved disputes. Expenses related to litigation reduce operating income. We do not believe that the outcome of any of these proceedings or disputes would have a significant adverse effect on our financial position, long-term results of operations or cash flows. It is possible, however, that charges related to these matters could be significant to our results of operations or cash flows in any single accounting period. Management is not aware of any legal, environmental or other commitments and contingencies that would have a material effect on the Financial Statements. |
Stockholders Equity
Stockholders Equity | 12 Months Ended |
Dec. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Stockholders Equity | Note 9— Stockholders Equity Common Stock Holders of shares of New Atlas Common Stock are entitled to one vote per share held of record on all matters to be voted upon by the stockholders. The holders of New Atlas Common Stock do not have cumulative voting rights in the election of directors. Holders of shares of New Atlas Common Stock are entitled to ratably receive dividends when and if declared by New Atlas’s board of directors out of funds legally available for that purpose, subject to any statutory or contractual restrictions on the payment of dividends and to any prior rights and preferences that may be applicable to any outstanding preferred stock. Upon New Atlas’s liquidation, dissolution, distribution of assets or other winding up, the holders of New Atlas Common Stock are entitled to receive ratably the assets available for distribution to the stockholders after payment of liabilities and the liquidation preference of any outstanding shares of preferred stock. The Company is authorized to issue 500,000,000 shares of New Atlas Preferred Stock and 1,500,000,000 shares of New Atlas Common Stock. As of December 31, 2023, there were 100,025,584 shares of New Atlas Common Stock issued and outstanding and no shares issued or outstanding of New Atlas Preferred Stock. Old Atlas Class A Common Stock Holders of shares of Old Atlas Class A Common Stock were entitled to one vote per share held of record on all matters to be voted upon by the Old Atlas stockholders and were entitled to ratably receive dividends when and if declared by Old Atlas's board of directors. Upon liquidation, dissolution, distribution of assets or other winding up, the holders of shares of Old Atlas Class A Common Stock were entitled to receive ratably the assets available for distribution to the stockholders after payment of liabilities and the liquidation preference of any outstanding shares of preferred stock. As a result of the Up-C Simplification, each share of Old Atlas Class A Common Stock issued and outstanding immediately prior to the Effective Time was exchanged for one share of New Atlas Common Stock and the holders of Old Atlas Class A Common Stock became stockholders of New Atlas. See Note 1 – Business and Organization for further discussion. Old Atlas Class B Common Stock Holders of shares of Old Atlas Class B Common Stock were entitled to one vote per share on all matters to be voted upon by the Old Atlas stockholders. Holders of Old Atlas Class A Common Stock and Old Atlas Class B Common Stock generally voted together as a single class on all matters presented to Old Atlas’s stockholders for their vote or approval. Holders of Old Atlas Class B Common Stock did not have any right to receive dividends or distributions upon a liquidation or winding up of Old Atlas. See Note 10 – Redeemable Noncontrolling Interest for more information regarding the Old Atlas Class B Common Stock. Up-C Simplification On October 2, 2023, Old Atlas and New Atlas completed the Up-C Simplification contemplated by the Master Reorganization Agreement. Pursuant to the Master Reorganization Agreement, (a) PubCo Merger Sub merged with and into Old Atlas, as a result of which (i) each share of Old Atlas Class A Common Stock then issued and outstanding was exchanged for one share of New Atlas Common Stock, (ii) all of the Old Atlas Class B Common Stock then issued and outstanding was surrendered and cancelled for no consideration and (iii) Old Atlas survived the PubCo Merger as a direct, wholly-owned subsidiary of New Atlas; and (b) Opco Merger Sub merged with and into Atlas Operating, as a result of which (i) each Operating Unit then issued and outstanding, other than those Operating Units held by Old Atlas, was exchanged for one share of New Atlas Common Stock and (ii) Atlas Operating became a wholly-owned subsidiary of New Atlas. After completion of the Up-C Simplification, New Atlas replaced Old Atlas as the publicly held entity and, through its subsidiaries, conducts all of the operations previously conducted by Old Atlas, and Old Atlas remains the managing member of Atlas Operating. See Note 1 – Business and Organization for more information. Dividends and Distributions In April 2023, Atlas Operating approved a distribution to its unitholders, Old Atlas and Holdings, in the aggregate amount of $ 4.1 million for the payment of estimated U.S. federal income tax obligations, as permitted by the Amended and Restated Limited Liability Company Agreement of Atlas Operating, dated as of March 8, 2023 (the “Prior Atlas Operating LLCA”). To effect the payment of the distribution, Atlas Operating made a distribution of $ 2.3 million to Old Atlas, which was remitted to the Internal Revenue Service. The related $ 1.8 million pro rata distribution was paid to Holdings. In May 2023, Atlas Operating approved and paid a distribution of $ 0.15 per Operating Unit, in the aggregate amount of $ 15.0 million, as permitted by the Prior Atlas Operating LLCA, and Old Atlas declared a quarterly variable dividend of $ 0.15 per share of Old Atlas Class A Common Stock. To effect the payment of the dividend, Atlas Operating paid a distribution of $ 0.15 per Operating Unit to each of Old Atlas and Holdings, Old Atlas used its respective distribution to fund the quarterly variable dividend paid to the holders of the Old Atlas Class A Common Stock, and Holdings distributed its respective distribution to certain Legacy Owners who were holders of membership interests in Holdings. Concurrently with this distribution, Atlas LLC repaid $ 3.8 million of the 2021 Term Loan Credit Facility at par per the terms of the 2021 Term Loan Credit Facility . The dividend and distribution, as applicable, was paid on May 22, 2023 to holders of record of Old Atlas Class A Common Stock and Operating Units, as applicable, as of the close of business on May 15, 2023 . On July 31, 2023, Atlas Operating approved and paid a distribution of $ 0.20 per Operating Unit, in the aggregate amount of $ 20.0 million, as permitted by the Prior Atlas Operating LLCA, and Old Atlas declared and paid a quarterly base dividend of $ 0.15 per share and a quarterly variable dividend of $ 0.05 per share of Old Atlas Class A Common Stock. The dividend and distribution, as applicable, was paid on August 17, 2023 to holders of record of Old Atlas Class A Common Stock and Operating Units, as applicable, as of the close of business on August 10, 2023 . In September 2023, Atlas Operating approved a distribution to its unitholders, Old Atlas and Holdings, in the aggregate amount of $ 12.6 million for the payment of estimated U.S. federal income tax obligations, as permitted by the Prior Atlas Operating LLCA. To effect the payment of the distribution, Atlas Operating made a distribution of $ 7.2 million to Old Atlas, which was remitted to the Internal Revenue Service. The related $ 5.4 million pro rata distribution was paid to Holdings. On October 30, 2023, the Company declared a dividend of $ 0.20 per share of New Atlas Common Stock, which included a base dividend of $ 0.15 per share and a variable dividend of $ 0.05 per share. The dividend was paid on November 16, 2023 to holders of record of New Atlas Common Stock as of the close of business on November 9, 2023. On February 8, 2024, the Company decared a dividend. See Note 15 – Subsequent Events for additional information. |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interest | 12 Months Ended |
Dec. 31, 2023 | |
Noncontrolling Interest [Abstract] | |
Redeemable Noncontrolling Interest | Note 10 – Redeemable Noncontrolling Interest The redeemable noncontrolling interest represents the Legacy Owners’ historical 42.2 % economic interest in Atlas Operating through ownership of Operating Units. In addition, the Legacy Owners historically owned all of Old Atlas’s non-economic Old Atlas Class B Common Stock. Each share of Old Atlas Class B Common Stock entitled its holder to one vote on all matters to be voted on by Old Atlas’s stockholders, generally, but conferred no economic rights to dividends or distributions upon a liquidation or winding up of Old Atlas. The Legacy Owners’ historical 42.2 % economic interest in Atlas Operating through ownership of Operating Units is classified as redeemable noncontrolling interest on the consolidated balance sheets as, pursuant to the Prior Atlas Operating LLCA, holders of Operating Units had the right to cause Atlas Operating to acquire all or a portion of their Operating Units for, at Atlas Operating’s election, (i) shares of Old Atlas Class A Common Stock at a redemption ratio of one share of Old Atlas Class A Common Stock for each Operating Unit redeemed, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions, or (ii) an equivalent amount of cash. In connection with the Up-C Simplification, each Operating Unit issued and outstanding immediately prior to the Effective Time, other than Operating Units held by Old Atlas, was exchanged for one share of New Atlas Common Stock, and the holders of such Operating Units became stockholders of New Atlas, and all of the Old Atlas Class B Common Stock issued and outstanding immediately prior to the Effective Time were surrendered and cancelled for no consideration. The Up-C Simplification was a common control transaction; therefore, the redeemable noncontrolling interest was acquired as an equity transaction. The redeemable noncontrolling interest was adjusted to the maximum redemption amount based on the 10-day volume-weighted average closing price of shares of Old Atlas Class A Common Stock at the redemption date. The carrying amount of the redeemable noncontrolling interest was reclassified to reflect the change in the Company’s ownership interest with an offsetting entry to additional paid-in capital. From the date of the IPO through the date of the Up-C Simplification, we recorded adjustments to the value of the redeemable noncontrolling interest. Refer to the table below for the balance as of December 31, 2023: Redeemable Noncontrolling Interest Balance at March 13, 2023 (1) $ 771,345 Net income attribution post-IPO 66,503 $ 0.35 /unit distribution to Atlas Operating unitholders ( 14,998 ) Other distributions to redeemable non-controlling interest unitholders ( 7,158 ) Redemption of operating units of Atlas Operating for Old Atlas Class A Common Stock ( 13,640 ) Adjustment of redeemable noncontrolling interest to redemption amount (2) 185,412 Effects of Up-C Simplification ( 987,464 ) Balance at December 31, 2023 $ — (1) Based on the Operating Units held by the Legacy Owners who also held 42,852,499 shares of Old Atlas Class B Common Stock and an Old Atlas Class A Common Stock price of $ 18.00 on the date on which we consummated the IPO. (2) Based on the Operating Units held by the Legacy Owners who also held 42,258,185 shares of Old Atlas Class B Common Stock and an Old Atlas Class A Common Stock 10-day volume-weighted average closing price of $ 23.36 on October 2, 2023. In accordance with the Atlas Sand Operating LLC agreement, the redemption is valued at the average of the volume-weighted closing price for each of the 10 consecutive full trading days ending on and including the last full trading day immediately prior, which was September 29th. |
Stock-Based and Unit - Based Co
Stock-Based and Unit - Based Compensation | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based and Unit -Based Compensation | Note 11 – Stock-Based and Unit-Based Compensation Atlas Energy Solutions Inc. Long Term Incentive Plan On March 8, 2023, we adopted the LTIP for the benefit of employees, directors and consultants of the Company and its affiliates. The LTIP provides for the grant of all or any of the following types of awards: (1) incentive stock options qualified as such under U.S. federal income tax laws; (2) stock options that do not qualify as incentive stock options; (3) stock appreciation rights; (4) restricted stock awards; (5) RSUs; (6) bonus stock; (7) dividend equivalents; (8) other stock-based awards; (9) cash awards; and (10) substitute awards. The shares to be delivered under the LTIP may be made available from (i) authorized but unissued shares, (ii) shares held as treasury stock or (iii) previously issued shares reacquired by us, including shares purchased on the open market. In connection with the closing of the Up-C Simplification, New Atlas assumed the LTIP as well as the outstanding awards granted under the LTIP, including all awards of RSUs and performance share units, in each case, whether or not vested, that were then outstanding under the LTIP, and each (i) RSU grant notice and RSU agreement and (ii) performance share unit grant notice and performance share unit agreement, in each case, evidencing then-outstanding awards under the LTIP. In connection with the assumption of the LTIP, the Company also assumed the remaining share reserves available for issuance under the LTIP, subject to applicable adjustments to relate to the New Atlas Common Stock. Subject to adjustment in accordance with the terms of the LTIP, 10,270,000 shares of New Atlas Common Stock have been reserved for issuance pursuant to awards under the LTIP. If an award under the LTIP is forfeited, settled for cash or expires without the actual delivery of shares, any shares subject to such award will again be available for new awards under the LTIP. The LTIP will be administered by the Compensation Committee (the “Compensation Committee”) of the board of directors of the Company (the “Boar d”). On December 31, 2023, 8,135,020 shares of New Atlas Common Stock were available for future grants. We account for the awards granted under the LTIP as compensation cost measured at the fair value of the award on the date of grant. Restricted Stock Unit s RSUs represent the right to receive shares of New Atlas Common Stock at the end of the vesting period in an amount equal to the number of RSUs that vest. RSUs granted to employees vest in three equal installments starting on the first anniversary of the date of grant, and RSUs granted to directors vest on the one-year anniversary of the date of grant, in each case, so long as the award recipient remains continuously employed or continues to provide services to the Board, as applicable. The RSUs are subject to restrictions on transfer and are generally subject to a risk of forfeiture if the award recipient ceases providing services to the Company prior to the date the award vests. If the participant’s employment with or service to the Company is terminated for cause or without good reason prior to the vesting of all of the RSUs, and unless such termination is a “Qualifying Termination” or due to a “Change in Control” as defined in the applicable RSU agreement, any unvested RSUs will generally terminate automatically and be forfeited without further notice and at no cost to the Company. In the event the Company declares and pays a dividend in respect of its outstanding shares of New Atlas Common Stock and, on the record date for such dividend, the participant holds RSUs that have not been settled, we will record the amount of such dividend in a bookkeeping account and pay to the participant an amount in cash equal to the cash dividends the participant would have received if the participant was the holder of record, as of such record date, of a number of shares of New Atlas Common Stock equal to the number of RSUs held by the participant that had not been settled as of such record date, such payment to be made on or within 60 days following the date on which such RSUs vest. The stock-based compensation expense of such RSUs was determined using the closing prices on grant date. We account for forfeitures as they occur. We recognized stock-based compensation related to RSUs of $ 4.3 million for the year ended December 31, 2023. Changes in non-vested RSUs outstanding under the LTIP during the year ended December 31, 2023 were as follows: Number of Units Weighted Average Non-vested at December 31, 2022 — $ — Granted 1,661,173 $ 20.96 Vested ( 25,000 ) $ 15.99 Forfeited — $ — Non-vested at December 31, 2023 1,636,173 $ 21.04 There was approximately $ 30.5 million of unrecognized compensation expense relating to outstanding RSUs as of December 31, 2023. The unrecognized compensation expense will be recognized on a straight-line basis over the weighted average remaining vesting period of 1.7 years. Performance Share Units Performance share units (“PSUs”) represent the right to receive one share of New Atlas Common Stock multiplied by the number of PSUs that become earned, and the number of PSUs that may vest range from 0 % to 200 % of the Target PSUs (as defined in the Performance Share Unit Grant Agreement governing the PSUs (the “PSU Agreement”)), subject to the Compensation Committee’s discretion to increase the ultimate number of vested PSUs above the foregoing maximum level. Each PSU also includes a tandem dividend equivalent right, which is a right to receive an amount equal to the cash dividends made with respect to a share of New Atlas Common Stock during the Performance Period (as defined in the PSU Agreement), which will be adjusted to correlate to the number of PSUs that ultimately become vested pursuant to the PSU Agreement. 490,167 PSUs (based on target) were granted on March 13, 2023 (the “2023 PSUs”). The Performance Goals (as defined in the PSU Agreement) for the 2023 PSUs are based on a combination of Return on Capital Employed (“ROCE”) and “Relative TSR” (each, as defined in the PSU Agreement), with 25% weight applied to ROCE and 75% weight applied to Relative TSR, each as measured during the three-year Performance Period ending December 31, 2025. The vesting level is calculated based on the actual total stockholder return achieved during the Performance Period. The fair value of such PSUs was determined using a Monte Carlo simulation and will be recognized over the applicable Performance Period. The Monte Carlo simulation model utilizes multiple input variables that determine the probability of satisfying the market condition stipulated in the award to calculate the fair value of the award. Expected volatilities in the model were estimated using a historical period consistent with the Performance Period of approximately three years. The risk-free interest rate was based on the United States Treasury rate for a term commensurate with the expected life of the grant. We recognized stock-based compensation related to PSUs of $ 2.8 million for the year ended December 31, 2023. Changes in non-vested PSUs outstanding under the LTIP during 2023 were as follows: Number of Units Weighted Average Non-vested at December 31, 2022 — $ — Granted 490,167 $ 20.19 Vested ( 584 ) $ 20.19 Forfeited ( 16,360 ) $ 20.19 Non-vested at December 31, 2023 473,223 $ 20.19 There was approximately $ 6.8 million of unrecognized compensation expense relating to outstanding PSUs as of December 31, 2023. The unrecognized compensation expense will be recognized on a straight-line basis over the weighted average remaining vesting period of 2.0 years. Atlas LLC Incentive Plan and ASMC Incentive Plan Prior to the IPO closing date, the Company recognized unit-based compensation expense for awards granted under two long-term incentive plans, the Atlas Sand Management Company, LLC Long-Term Incentive Plan (the “ASMC Plan”) and the Atlas Sand Company, LLC Long-Term Incentive Plan (the “ASCo Plan”). The ASMC Plan was adopted on September 15, 2017, by ASMC for officers, employees, directors, managers and consultants of ASMC (the “ASMC Participants”). The ASCo Plan was adopted by Atlas LLC on December 15, 2017, for officers, employees, directors, managers, consultants or other advisors of Atlas LLC (the “ASCo Participants”). On May 28, 2018, Atlas LLC adopted the Atlas Sand Company, LLC Amended and Restated Long-Term Incentive Plan that reduced the authorized available awards to be issued under the ASCo Plan from 149,425 to 100,000 . The ASCo Plan consists of equity grants of Class P units representing membership interests in Atlas LLC (“Class P units”) made to ASCo Participants at the discretion of the plan administrator. Pursuant to the terms of the ASCo Plan, to the extent that an award was canceled, any and all Class P units that were canceled and repurchased would be available again for new awards under the ASCo Plan. The Company has applied the guidance of FASB Interpretation 44, which establishes an accounting model whereby equity awards granted by a parent company to employees of a subsidiary are recognized in the financial statements of the subsidiary. A summary of Atlas LLC’s Class P unit activity is as follows: Number of Class Weighted Average Non-vested at December 31, 2021 2,833 $ 151.57 Granted 2,200 $ 151.57 Vested ( 1,500 ) $ 151.57 Forfeited — — Non-vested at December 31, 2022 3,533 $ 151.57 Granted — — Vested ( 3,533 ) $ 151.57 Forfeited — — Non-vested at December 31, 2023 — — We account for each tranche of the unit awards as compensatory awards in accordance with ASC 718, and as such, compensation expense is recognized over the service condition vesting period based on the grant date fair values using a graded vesting methodology. To determine grant date fair value, we valued these unit awards utilizing a Monte Carlo option pricing model, to take into consideration the probability of a market condition being met. This methodology involves making assumptions for the expected time to liquidity, volatility and risk-free rate. We estimated expected volatility based on a 50/50 blend of historical and implied volatility. The risk-free interest rate is based on the yield on U.S. government bonds for a period commensurate with the expected term. The expected term is based on time to the expected exit date as of the valuation date based on the probability weighted average of exit scenario terms. We applied a discount to reflect the lack of marketability due to the absence of an active market for the units. Further, we assumed no expected dividend yield. We recognized $ 0.2 million, $ 0.4 million, and $ 0.1 million of unit-based compensation expense related to awards in the ASCo Plan for the years ended December 31, 2023, 2022, and 2021, respectively. We recognized $ 0.1 million, $ 0.2 million, and de minimis of unit-based compensation expense related to awards in the ASMC Plan for the years ended December 31, 2023, 2022, and 2021, respectively. As of December 31, 2023, there were no unrecognized unit-based compensation expense amounts related to the ASCo Plan and ASMC Plan. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Note 12 – Earnings per Share Basic earnings per share (“EPS”) measures the performance of an entity over the reporting period. Diluted earnings per share measures the performance of an entity over the reporting period while giving effect to all potentially dilutive shares of common stock that were outstanding during the period. The Company uses the treasury stock method to determine the potential dilutive effect of vesting of its outstanding RSUs and PSUs. The Company does not use the two-class method as the Old Atlas Class B Common Stock, the unvested RSUs, and PSU awards are nonparticipating securities. During 2023, the issuance of Old Atlas Class A Common Stock in exchange for Operating Units held by the Legacy Owners (and their corresponding shares of Old Atlas Class B Common Stock) did not have a dilutive effect on EPS and was not recognized in dilutive earnings per share calculations. As a result of the Up-C Simplification, the Company’s previous dual class structure was eliminated and the Company now trades under a single class of common stock. Please see Note 2 - Summary of Significant Accounting Policies -Earnings Per Share for more information. There were no shares of common stock outstanding for the year ended December 31, 2022, and therefore no earnings per share information has been presented for that period. For the year ended December 31, 2023, the Company’s EPS calculation includes only its share of net income for the period subsequent to the IPO, and omits income prior to the IPO. In addition, the basic weighted average shares outstanding calculation is based on the actual days during which the shares were outstanding from the closing date of our IPO through December 31, 2023. The following table reflects the allocation of net income to common stockholders and EPS computations for the period indicated based on a weighted average number of shares of common stock outstanding for the period (in thousands, except per share data): For the Year Ended December 31, 2023 Numerator: Net income $ 226,493 Less: Pre-IPO net income attributable to Atlas Sand Company, LLC 54,561 Less: Net income attributable to redeemable noncontrolling interest 66,503 Net income attributable to Atlas Energy Solutions Inc. $ 105,429 Denominator: Basic weighted average shares outstanding 70,450 Dilutive potential of restricted stock units 85 Dilutive potential of performance share units 500 Diluted weighted average shares outstanding (1) $ 71,035 Basic EPS attributable to holders of New Atlas Common Stock $ 1.50 Diluted EPS attributable to holders of New Atlas Common Stock (1) $ 1.48 (1) Shares of Old Atlas Class A Common Stock issued in exchange for Operating Units did not have a dilutive effect on EPS and were not included in the EPS calculation. The basic and diluted EPS for the year ended December 31, 2023, represents only the period from the IPO date to December 31, 2023, which represents the period wherein the Company had outstanding common stock. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 13—Income Taxes The Company’s predecessor, Atlas LLC, was a limited liability company that elected to be treated as a partnership for income tax purposes and, therefore, was not subject to U.S. federal income tax. Rather, the U.S. federal income tax liability with respect to the taxable income of Atlas LLC is passed through to its owners. However, Atlas LLC’s operations located in Texas are subject to an entity-level tax. Texas imposes a franchise tax, commonly referred to as the Texas margin tax, which is considered an income tax, at a rate of 0.75 % on gross revenues less certain deductions, as specifically set forth in the Texas margin tax statute. Atlas Inc. is a corporation and is subject to U.S. federal, state and local income taxes. In March 2023, Atlas Inc. completed its initial public offering of 18,000,000 shares of Old Atlas Class A Common Stock at a price to the public of $ 18.00 per share. The tax implications of the Reorganization, the IPO and the tax impact of Atlas Inc.’s status as a taxable corporation subject to U.S. federal income tax have been reflected in the accompanying Financial Statements. On March 13, 2023, the date on which the Company closed the IPO, a corresponding deferred tax liability of approximately $ 27.5 million was recorded associated with the differences between the tax and book basis of the investment in Atlas LLC. The offset of the deferred tax liability was recorded to additional paid-in capital. On October 2, 2023, the Company completed the Up-C Simplification. The tax implications of the Up-C Simplification have been reflected in the accompanying Financial Statements. On October 2, 2023, a corresponding deferred tax liability of approximately $ 62.7 million was recorded associated with the exchange of the redeemable noncontrolling interest in Old Atlas for shares of New Atlas Common Stock. The offset of the deferred tax liability was recorded to additional paid-in capital. For the years ending December 31, 2023, 2022, and 2021, the effective combined U.S. federal and state income tax rate was 12.2 %, 0.8 %, and 16.3 % respectively. For the years ending December 31, 2023, 2022, and 2021, the Company recognized an income tax expense of $ 31.4 million, $ 1.9 million, and $ 0.8 million, respectively. The components of the income tax provision are as follows (in thousands): For the Year Ended December 31, 2023 2022 2021 Current income tax provision: Federal $ — $ — $ — State 2,177 1,858 471 Total current income tax provision $ 2,177 $ 1,858 $ 471 Deferred income tax provision: Federal $ 28,627 $ — $ — State 574 ( 2 ) 360 Total deferred income tax provision (benefit): $ 29,201 $ ( 2 ) $ 360 Income tax provision $ 31,378 $ 1,856 $ 831 The effective tax rate on pre-tax income differs from the Federal statutory rate of 21 % for the years ended December 31, 2023, 2022, and 2021 due to the following (in thousands, except effective tax rates): For the Year Ended December 31, 2023 2022 2021 Taxes at federal statutory rate $ 54,153 $ 45,961 $ 1,069 Less: Pre-IPO activity attributable to Atlas Sand Company, LLC ( 11,526 ) ( 45,961 ) ( 1,069 ) Less: noncontrolling interest ( 14,140 ) — — State income tax expense 2,173 1,856 831 Other 718 — — Income tax expense $ 31,378 $ 1,856 $ 831 Effective tax rate 12.2 % 0.8 % 16.3 % The tax effects of cumulative temporary differences that give rise to significant deferred tax assets and deferred tax liabilities are presented below (in thousands): For the Year Ended December 31, 2023 2022 Deferred tax assets Amortizable intangible assets $ 3,397 $ — Net operating loss carryforward 4,255 — Employee compensation 1,573 — Other 1,417 — Total deferred tax assets $ 10,642 $ — Deferred tax liabilities Inventories $ ( 2,700 ) $ — Fixed assets ( 85,756 ) ( 165 ) Depletable assets ( 42,791 ) ( 1,741 ) Other ( 924 ) — Total deferred tax liabilities ( 132,171 ) ( 1,906 ) Deferred tax liability, net $ ( 121,529 ) $ ( 1,906 ) Deferred income tax assets and liabilities are recognized for temporary differences between the basis of assets and liabilities for financial reporting and tax purposes. Deferred tax assets are reduced by a valuation allowance if, based on all available evidence, it is more likely than not that some portion or all of the deferred tax asset will not be realized. In determining the need for a valuation allowance, the Company considers all available evidence, both positive and negative, including future reversals of existing taxable temporary differences, future taxable income exclusive of reversing temporary differences and carryforwards, taxable income in carryback years if carryback is permitted by the tax law, and the availability of prudent and feasible tax planning strategies that can be implemented, if necessary, to realize deferred tax assets. While the Company has a limited historical financial information as a standalone C-Corporation, the Company’s predecessor has a history of creating pre-tax income in previous periods. The Company is in a substantial cumulative book income position (inclusive of adjustments for permanent differences) which is considered strong positive evidence by which a Company can consider when evaluating the realizability of existing deferred tax assets (including those of a long-term nature). In addition, the Company is currently in an overall deferred tax liability position. As of December 31, 2023, we have federal net operating loss carryforwards of approximately $ 20 million. These losses are limited in usage to 80% of taxable income and can be carried forward indefinitely. As of December 31, 2023, and December 31, 2022, the Company did no t have any liabilities for uncertain tax positions or gross unrecognized tax benefits. Our income tax returns from 2019, 2020, 2021 and 2022 are open to examinations by U.S. federal, state or local tax authorities. The Company cannot predict or provide assurance as to the ultimate outcome of any existing or future examinations. |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Note 14 – Related-Party Transactions Brigham Oil & Gas, LLC Atlas LLC has sold proppant to a customer, Brigham Oil & Gas, LLC (“Brigham Oil & Gas”), which is controlled by our Executive Chairman and Chief Executive Officer, Bud Brigham. The Company made no sales, $ 0.9 million, and $ 0.2 million sales to this related party for the years ended December 31, 2023, 2022, and 2021, respectively. As of December 31, 2023 and 2022, we had no outstanding accounts receivable and $ 0.9 million of outstanding accounts receivable with Brigham Oil & Gas, respectively. Brigham Land Management LLC Brigham Land Management LLC (“Brigham Land”) provides us with landman services for certain of our projects and initiatives. The services are provided on a per hour basis at market prices. Brigham Land is owned and controlled by Vince Brigham, an advisor to the Company and the brother of our Executive Chairman and Chief Executive Officer, Bud Brigham. For the years ended December 31, 2023, 2022, and 2021, we made aggregate payments to Brigham Land equal to approximately $ 1.0 million, $ 1.0 million, and $ 0.7 million, respectively. As of December 31, 2023 and 2022, our outstanding accounts payable to Brigham Land were $ 0.2 million and $ 0.1 million, respectively. Brigham Earth, LLC Brigham Earth, LLC (“Brigham Earth”) provides us with professional and consulting services as well as access to certain information and software systems. Brigham Earth is owned and controlled by our Executive Chairman and Chief Executive Officer, Bud Brigham. For the years ended December 31, 2023, 2022, and 2021, our aggregate payments to Brigham Earth for these services were approximately $ 0.4 million, $ 1.2 million, and $ 1.1 million, respectively . As of December 31, 2023 and 2022, we had de minimis accounts payable and $ 0.1 million outstanding accounts payable to Brigham Earth, respectively. Anthem Ventures, LLC Anthem Ventures, LLC (“Anthem Ventures”) provides us with transportation services. Anthem Ventures is owned and controlled by our Executive Chairman and Chief Executive Officer, Bud Brigham. For the years ended December 31, 2023, 2022, and 2021, our aggregate payments to Anthem Ventures for these services were approximately $ 0.3 million, de minimis , and de minimis , respectively. As of December 31, 2023 and 2022, we had $ 0.1 million of outstanding accounts payable and no outstanding accounts payable balance with Anthem Ventures, respectively. In a Good Mood In a Good Mood, LLC (“In a Good Mood”) provides the Company with access, at cost, to reserved space in the Moody Center in Austin, Texas for concerts, sporting events and other opportunities as a benefit to our employees and for business entertainment. In a Good Mood is owned and controlled by our Executive Chairman and Chief Executive Officer, Bud Brigham. For the years ended December 31, 2023 and 2022, we made payments of approximately $ 0.2 million and $ 0.2 million, respectively. There were no such payments made during the year ended December 31, 2021 to In a Good Mood for these services. As of December 31, 2023 and 2022, we did no t have an outstanding accounts payable balance with this related party. The Sealy & Smith Foundation Refer to Note 8 – Commitments and contingencies for disclosures related to the Company’s royalty agreement and mining agreement with The Sealy & Smith Foundation, a related party. Reorganization Refer to Note 1 – Business and Organization for disclosures related to the Company’s transactions with affiliates including entities controlled by Bud Brigham in connection with the Reorganization. Registration Rights Agreement In connection with the closing of the IPO, we entered into a registration rights agreement with certain Legacy Owners (the “Original Registration Rights Agreement”) covering, in the aggregate, approximately 38.4 % of the Old Atlas Class A and Class B Common Stock on a combined basis. Pursuant to the Original Registration Rights Agreement, we agreed to register under the U.S. federal securities laws the offer and resale of shares of Old Atlas Class A Common Stock (including shares issued in connection with any redemption of Operating Units) by such Legacy Owners or certain of their respective affiliates or permitted transferees under the Original Registration Rights Agreement. On October 2, 2023, the Company entered into an amended and restated registration rights agreement (the “A&R Registration Rights Agreement”) with New Atlas and certain stockholders identified on the signature pages thereto. The A&R Registration Rights Agreement was entered into in order to, among other things, provide for the assumption of Old Atlas’s obligations under the Original Registration Rights Agreement by New Atlas. The A&R Registration Rights Agreement is substantially similar to the Original Registration Rights Agreement, but contains certain administrative and clarifying changes to reflect the transition from a dual class capital structure to a single class of common stock. We will generally be obligated to pay all registration expenses in connection with these registration obligations, regardless of whether a registration statement is filed or becomes effective. These registration rights are subject to certain conditions and limitations. The foregoing description does not purport to be complete and is qualified in its entirety by reference to the full text of the A&R Registration Rights Agreement, which is attached as Exhibit 4.1 to this Annual Report. Stockholders’ Agreement In connection with the closing of the IPO, we entered into a stockholders’ agreement (the “Original Stockholders’ Agreement”) with certain of our Legacy Owners (the “Principal Stockholders”). Among other things, the Original Stockholders’ Agreement provides our Executive Chairman and Chief Executive Officer, Bud Brigham, the right to designate a certain number of nominees for election or appointment to our Board as described below according to the percentage of the Company’s common stock held by such Principal Stockholders. Pursuant to the Original Stockholders’ Agreement, we are required to take all necessary actions, to the fullest extent permitted by applicable law (including with respect to any fiduciary duties under Delaware law), to cause the election or appointment of the nominees designated by Mr. Brigham or his affiliates, and each of the Principal Stockholders agreed to cause its respective shares of the Company’s common stock to be voted in favor of the election of each of the nominees designated by Mr. Brigham or his affiliates. Mr. Brigham or his affiliates will be entitled to designate the replacement for any of his respective board designees whose board service terminates prior to the end of such director’s term. In addition, the Original Stockholders’ Agreement provided that for so long as Mr. Brigham or any of his affiliates is entitled to designate any members of our Board, we are required to take all necessary actions to cause each of the audit committee, compensation committee and nominating and corporate governance committee of our Board to include in its membership at least one director designated by Mr. Brigham or his affiliates, except to the extent that such membership would violate applicable securities laws or stock exchange rules. Furthermore, so long as the Principal Stockholders collectively beneficially own at least a majority of the outstanding shares of our common stock, we have agreed not to take, and will cause our subsidiaries not to take, the following actions (or enter into an agreement to take such actions) without the prior consent of Mr. Brigham or his affiliates, subject to certain exceptions: • adopting or proposing any amendment, modification or restatement of or supplement to our certificate of incorporation or bylaws; • increasing or decreasing the size of our Board; or • issuing any equity securities that will rank senior to our common stock as to voting rights, dividend rights or distributions rights upon liquidation, winding up or dissolution of the Company. On October 2, 2023, Old Atlas entered into an amended and restated stockholders’ agreement (the “A&R Stockholders’ Agreement”) with New Atlas and certain of the Principal Stockholders. The A&R Stockholders’ Agreement was entered into in order to, among other things, provide for the assumption of Old Atlas’s obligations under the Original Stockholders’ Agreement by New Atlas. The A&R Stockholders’ Agreement is substantially similar to the Original Stockholders’ Agreement, but contains certain administrative and clarifying changes to reflect the transition from a dual class capital structure to a single class of common stock. The foregoing description is not complete and is qualified in its entirety by reference to the full text of the A&R Stockholders’ Agreement, which is attached as Exhibit 10.1 to this Annual Report. Up-C Simplification Refer to Note 1 – Business and Organization for disclosures related to the Company’s Up-C Simplification. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 15 – Subsequent Events Dividend On February 8, 2024, the Company declared a dividend of $ 0.21 per share (base dividend of $ 0.16 per share and a variable dividend of $ 0.05 per share) of New Atlas Common Stock. The dividend will be payable on February 29, 2024 to holders of record of New Atlas Common Stock as of the close of business on February 22, 2024. Acquisition On February 26, 2024, Atlas entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Hi-Crush Inc., a Delaware corporation (“Hi-Crush”), pursuant to which Atlas will acquire substantially all of Hi-Crush’s Permian Basin proppant production and North American logistics businesses and operations (the “Hi-Crush Transaction”). Under the terms and conditions of the Merger Agreement, which has an economic effective time of 11:59 p.m. CT on February 29, 2024, the aggregate consideration to be paid to the Hi-Crush stockholders in the Hi-Crush Transaction will consist of (i) cash consideration of $ 150 million at the closing of the Hi-Crush Transaction (the “Closing”), (ii) 9.7 million shares of Atlas’s Common Stock, par value $ 0.01 per share, issued at Closing (the “Common Stock,” and such issuance, the “Stock Consideration”), and (iii) a secured PIK toggle seller note in an initial aggregate principal amount of $ 125 million with a final maturity date of January 31, 2026 (the “Seller Note”), in each case, subject to customary closing adjustments. Upon consummation of the Hi-Crush Transaction, the Hi-Crush stockholders will collectively own approximately 8.8 % of the Company’s outstanding Common Stock. Both the cash consideration and the original principal amount of the Seller Note are subject to revision for customary closing adjustments. The Merger Agreement and the Hi-Crush Transaction have been unanimously approved by a Special Committee of the Atlas board of directors composed of a majority of independent directors, as well as the boards of directors of both companies. The completion of the Hi-Crush Transaction is subject to the satisfaction or waiver of customary closing conditions, including Hi-Crush’s delivery of a written consent approving the Hi-Crush Transaction signed by Hi-Crush stockholders holding at least 95 % of the voting power. The Hi-Crush Transaction is expected to close in the first quarter of 2024. Debt Agreements Seller Note In accordance with the Merger Agreement, Atlas LLC will issue the Seller Note in favor of the Hi-Crush Stockholders in the original aggregate principal amount of $ 125 million, subject to customary purchase price adjustments, and payable in cash or in kind, at Atlas LLC’s election. The Seller Note will mature on January 31, 2026, and will bear interest at a rate of 5.00 % per annum if paid in cash, or 7.00 % per annum if paid in kind. Interest on the Seller Note is payable quarterly in arrears beginning March 29, 2024 through maturity . Atlas LLC’s obligations under the Seller Note will be secured by certain of the assets acquired in connection with the Transaction. The Seller Note will also be unconditionally guaranteed by Atlas on an unsecured basis. First Amendment to the 2023 ABL Credit Facility On February 26, 2024, Atlas LLC and certain other subsidiaries of the Company entered into that certain First Amendment to Loan, Security and Guaranty Agreement (the “ABL Amendment”), among Atlas LLC, the subsidiary guarantors party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent (the “ABL Agent”). The ABL Amendment amends that certain Loan, Security and Guaranty Agreement dated as of February 22, 2023 (the “ABL Credit Agreement”), among Atlas LLC, the subsidiary guarantors party thereto from time to time, the lenders party thereto from time to time and the ABL Agent. Among other things, the ABL Amendment (a) will, subject to certain conditions to be satisfied in connection with the Closing, increase the revolving commitment amount under the ABL Credit Agreement from $ 50 million to $ 125 million and extend the maturity date of the ABL Credit Agreement from February 22, 2028 to February 26, 2029 and (b) modify certain other terms of the ABL Credit Agreement. First Amendment to the 2023 Term Loan Credit Facility On February 26, 2024 the Company, Atlas LLC and certain other subsidiaries of the Company entered into that certain First Amendment to Credit Agreement (the “Term Loan Amendment”), among Company, Atlas LLC, the subsidiary guarantors party thereto, the lenders party thereto and Stonebriar Commercial Finance, LLC, a Delaware limited liability company, as administrative agent (the “Term Agent”). The Term Loan Amendment amends that certain Credit Agreement dated as of July 31, 2023 (the “2023 Term Loan Credit Agreement”) among Atlas LLC, the lenders party thereto from time to time and the Term Agent. Among other things, the Term Loan Amendment (a) provided an incremental delayed draw term loan facility of $ 150 million at an interest rate expected to be approximately 10.5 % and (b) modified certain other terms of the 2023 Term Loan Credit Agreement. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements (the “Financial Statements”) have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and SEC requirements. All adjustments necessary for a fair presentation of the Financial Statements have been included. Such adjustments are of a normal, recurring nature. These consolidated financial statements include the accounts of New Atlas, Old Atlas, Atlas Operating, Atlas LLC, and Atlas LLC’s wholly-owned subsidiaries: Atlas Sand Employee Company, LLC; Atlas OLC Employee Company, LLC; Atlas Construction Employee Company, LLC; Atlas Sand Employee Holding Company, LLC; Fountainhead Logistics Employee Company, LLC; Atlas Sand Construction, LLC; OLC Kermit, LLC; OLC Monahans, LLC; Fountainhead Logistics, LLC; Fountainhead Transportation Services, LLC; and Fountainhead Equipment Leasing, LLC. Reorganization As discussed in Note 1 - Business and Organization , as a result of our IPO and the Reorganization and prior to the Up-C Simplification, Old Atlas became the managing member of Atlas Operating and consolidated entities in which it had a controlling financial interest through the end of the reporting period. The Reorganization was considered a transaction between entities under common control. As a result, the financial statements for periods prior to the IPO and the Reorganization have been adjusted to combine the previously separate entities for presentation purposes. However, Old Atlas and Atlas Operating had no operations or assets and liabilities prior to our IPO. As such, for periods prior to the completion of our IPO, the consolidated financial statements represent the historical financial position and results of operations of Atlas LLC and its subsidiaries. For periods after the completion of our IPO through the end of the reporting period, the financial position and results of operations include those of Old Atlas and New Atlas. Up-C Simplification As discussed in Note 1 - Business and Organization , as a result of the Up-C Simplification, New Atlas replaced Old Atlas as the publicly held entity and, through its subsidiaries, conducts all of the operations previously conducted by Old Atlas, and Old Atlas remains the managing member of Atlas Operating. The Up-C Simplification was considered an acquisition of noncontrolling interest transaction between entities under common control. As such, the consolidated financial position and results of operations of the Company are included in the consolidated financial statements of New Atlas on the same basis as previously presented except for the acquisition of noncontrolling interest which was accounted for as an equity transaction. |
Consolidation | Consolidation The Financial Statements include the accounts of the Company and wholly-owned subsidiaries. All intercompany transactions and accounts have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the related disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates used in the preparation of these financial statements include, but are not limited to: the proppant reserves and their impact on calculating the depletion expense under the units-of-production method; the depreciation and amortization associated with property, plant and equipment; stock-based and unit-based compensation; asset retirement obligations; and certain liabilities. The Company bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of all highly liquid investments that are readily convertible into cash and have original maturities of three months or less when purchased. As of December 31, 2023, we have deposit s of $ 131.1 million in an Insured Cash Sweep (“ICS”) Deposit Placement Agreement within IntraFi Network LLC facilitated by our bank. The ICS program provides the Company with access to FDIC insurance for our total cash held within the ICS. We had an additional $ 26.4 million in 1-month and 2-month United States Treasury Bills which are fully backed by the United States as of December 31, 2023. We place our remaining cash deposits with high-credit-quality financial institutions. At times, a portion of our cash may be uninsured or in deposit accounts that exceed or are not covered under the Federal Deposit Insurance Corporation limit. |
Concentrations of Credit Risk | Concentrations of Credit Risk Throughout 2023 and 2022, the Company has maintained cash balances on deposit and time deposits with financial institutions in excess of federally insured amounts; however, all these financial institutions hold an investment-grade rating by one or more major rating agencies. For the year ended December 31, 2023, two customers comprised 25 % and 10 % of the Company’s sales. For the year ended December 31, 2022, one customer comprised 12 % of the Company’s sales. For the year ended December 31, 2021, one customer comprised 13 % of the Company’s sales . |
Accounts Receivable and Allowance for Credit Losses | Accounts Receivable and Allowance for Credit Losses Accounts receivable are recorded at cost when earned and represent claims against third parties that will be settled in cash. These receivables generally do not bear interest. The carrying value of our receivables, net of allowance for credit losses, represents the estimated collectable amount. If events or changes in circumstances indicate specific receivable balances may be impaired, further consideration is given to our ability to collect those balances and the allowance is adjusted accordingly. We perform credit evaluations of new customers, and sometimes require deposits and prepayments, to mitigate credit risk. When it is probable that all or part of an outstanding balance will not be collected, we establish an allowance for credit losses. The Company recognized $ 0.1 million of bad debt expense during the year ended December 31, 2021 as the Company determined the bad debt was not collectable and the allowance for doubtful accounts was written off. For the year ended December 31, 2022, the Company did no t recognize bad debt expense during the year and had no allowance for doubtful accounts. On January 1, 2023, we adopted Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326) - Measurement of Credit Losses on Financial Instruments, which replaced the prior incurred loss impairment model with an expected credit loss impairment model for financial instruments, including accounts receivable. The adoption of ASU 2016-13 did not result in a material cumulative-effect adjustment to retained earnings on January 1, 2023. We are exposed to credit losses primarily through sales of products and services. We analyze accounts receivable on an individual customer and overall basis through review of historical collection experience and current aging status of our customer accounts. We also consider the financial condition and economic environment of our customers in evaluating the need for an allowance. As of December 31, 2023, we had de minimis allowance for credit losses, which is included in accounts receivable on the consolidated balance sheets, and recognized de minimis bad debt expense during the year. As of December 31, 2023, four customers represented 19 %, 16 %, 12 %, and 11 % of the Company’s outstanding accounts receivable balance. A s of December 31, 2022, two customers represented 19 % and 13 % of the Company’s outstanding accounts receivable balance. Accounts Receivable—Related Parties These amounts represent reimbursement of vendor payments from related parties and outstanding billings with a customer. |
Inventories | Inventories Inventories include raw sand stockpiles, in-process product, and finished product available for shipment. Inventories are valued at the lower of cost or net realizable value. Cost is determined using a weighted average cost method. Production costs include direct excavation costs, production personnel and benefits costs, processing costs, rental equipment costs, other costs directly attributable to plant operations, depreciation, and depletion. Spare Part Inventories Spare part inventories include critical spares, materials and supplies. Spare part inventories are valued at the lower of cost or net realizable value. Cost is determined using a weighted average cost method. For both years ended December 31, 2023 and 2022, there was $ 0.7 million in spare parts inventory reserve. |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets Prepaid expenses consist primarily of prepaid federal tax payments, prepaid software fees, prepaid rent, delay rental payments on leased land, insurance, trade show fees and sales events. These expenses are recognized over the contract period as events occur or when the future benefit is realized. As of December 31, 2023 and 2022, prepaid expenses were $ 15.4 million and $ 5.2 million, respectively. Other current assets consist of certain short-term supplier deposits for leased equipment, which were de minimis and $ 0.7 million as of December 31, 2023 and 2022, respectively. |
Property, Plant and Equipment, Including Depreciation and Depletion | Property, Plant and Equipment, Including Depreciation and Depletion Property, plant and equipment are recorded at cost and depreciated over their estimated useful lives using either the straight-line method or the units of production method. Construction in progress is comprised of assets which have not been placed into service and is not depreciated until the related assets or improvements are ready to be placed into service. Interest incurred during the construction of plant facilities was capitalized. Capitalized interest was recorded within plant facilities associated with productive, depletable properties, until the plant facilities were placed into service, and is being amortized using the units of production method. The Company did no t capitalize interest for the years ended December 31, 2023, 2022 and 2021. Costs of improvements that extend economic life or improve service potential are capitalized and depreciated over the remaining useful life of the asset, with routine repairs and maintenance expensed as incurred. Fixed assets are carried at historical cost. Fixed assets, other than plant facilities associated with productive, depletable properties, are depreciated using the straight-line method over the estimated useful lives of the assets as follows: Plant facilities and equipment 1 – 40 years Furniture and office equipment 3 – 15 years Computer and network equipment 3 – 7 years Buildings and leasehold improvements 5 – 40 years Logistic equipment 4 – 7 years Mine development project costs are capitalized once the deposit is classified as a proven and probable reserve. Mine development costs include engineering, mineralogical studies, drilling and other related costs to develop the mine and remove the overburden to initially expose the mineral and allow for the construction of an access way. Exploration costs are expensed as incurred and classified as exploration expense. Mining property and development costs are amortized using the units of production method on estimated recoverable tonnage, which equals estimated proven and probable reserves. The impact to reserve estimates is recognized on a prospective basis. Drilling and related costs are capitalized for deposits where proven and probable reserves exist. These activities are directed at obtaining additional information on the deposit or converting non-reserve minerals to proven and probable reserves, with the benefit being realized over a period greater than one year. Impairment or Disposal of Property, Plant and Mine Development The Company periodically evaluates whether current events or circumstances indicate that the carrying value of our property, plant and equipment assets may not be recoverable. If circumstances indicate that the carrying value may not be recoverable, the Company estimates future undiscounted net cash flows using estimates, including but not limited to estimates of proven and probable sand reserves, estimated future sales prices (considering historical and current prices, price trends and related factors), operating costs and anticipated capital expenditures. If the undiscounted cash flows are less than the carrying value of the assets, the Company recognizes an impairment loss equal to the amount by which the carrying value exceeds the fair value of the assets. The recoverability of the carrying value of the Company’s mining property and development costs are dependent upon the successful development and commercial production of the Company’s mineral deposit and the related processing facilities. The Company’s evaluation of mineral properties for potential impairment primarily includes evaluating changes in the mineral reserves, or the underlying estimates and assumptions, including estimated production costs. Assessing the economic feasibility requires certain estimates including the prices of products to be produced and processing recovery rates, as well as operating and capital costs. |
Deferred Offering Costs | Deferred Offering Costs Deferred offering costs consisted primarily of accounting, legal, and other fees related to our IPO. The deferred offering costs were offset against the proceeds from the offering. See Note 1 – Business and Organization - Initial Public Offering section for more details. As of December 31, 2023 and 2022, the Company had no deferred offering costs and $ 6.3 million of deferred offering costs within other long-term assets on the consolidated balance sheets, respectively. |
Asset Retirement Obligation | Asset Retirement Obligations In accordance with ASC 410-20, Asset Retirement Obligations, the Company records a liability for asset retirement obligations at the fair value of the estimated costs to retire a tangible long-lived asset at the time the liability is incurred, when there is a legal obligation to incur costs to retire the asset and when a reasonable estimate of the fair value of the obligation can be made. The Company has asset retirement obligations with respect to certain assets due to various contractual obligations to clean and/or dispose of those assets at the time they are retired. A liability for the fair value of an asset retirement obligation, with a corresponding increase to the carrying value of related long-lived assets, is recognized at the time of an obligating event. The asset is depreciated using the straight-line method, and the discounted liability is increased through accretion over the expected timing of settlement. The estimated liability is based on third-party estimates of costs to abandon, including estimated economic lives and external estimates as to the cost to bring the land to a state required by the lease agreements. The Company utilized a discounted rate reflecting management’s best estimate of the credit-adjusted risk-free rate. Revisions to the liability could occur due to changes in the estimated costs, changes in the economic life or if federal or state regulators enact new requirements regarding the abandonment. Accretion expense, which was $ 0.1 million for each years ended December 31, 2023, 2022 and 2021, is recorded on the consolidated statement of operations in depreciation, depletion and accretion expense. The asset retirement obligation is recorded within other long-term liabilities on the consolidated balance sheet. Changes in the asset retirement obligations are as follows (in thousands): For the Year Ended December 31, 2023 2022 Beginning Balance $ 1,245 $ 1,179 Additions to liabilities 1,374 — Accretion expense 86 66 Ending Balance $ 2,705 $ 1,245 |
Deferred Debt Discount and Financing Costs | Deferred Debt Discount and Financing Costs We defer costs directly associated with acquiring third-party financing, primarily loan origination costs and related professional expenses. Debt issuance costs associated with the 2023 Term Loan Credit Facility (as defined below under Note 6- Leases) , the 2021 Term Loan Credit Facility (as defined below under Note 7- Debt ), and the 2018 Term Loan Credit Facility (as defined below under Note 7- Debt ) are deferred and amortized using the effective interest rate method over the life of the associated third-party debt financing. Deferred financing costs associated with the 2023 ABL Credit Facility (as defined below under Note 7- Debt ) and the 2018 ABL Credit Facility (as defined below under Note 7- Debt ) are amortized on a straight-line basis over the life of the agreement. Deferred financing costs are reflected as a direct deduction from the carrying amount of the related debt obligation on the Company’s consolidated balance sheets. Interest expense associated with the amortization of deferred financing costs was $ 0.3 million , $ 0.4 million, and $ 0.7 million for the years ended December 31, 2023, 2022 and 2021, respectively. See Note 7 – Debt for more information. Our debt discounts are reflected as a direct reduction from the carrying amount of the debt obligation on the Company’s consolidated balance sheets. Such costs are amortized to interest expense using the effective interest method. The Company recognized $ 0.8 million, $ 0.5 million, and $ 7.3 million of interest expense associated with the amortization of the debt discounts for the years ended December 31, 2023, 2022 and 2021, respectively. See Note 7 – Debt for more information. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. The amounts reported in the balance sheets as current assets or liabilities, including cash and cash equivalents, accounts receivable, spare parts inventories, inventories, prepaid expenses and other current assets, accounts payable, accrued liabilities and deferred revenues approximate fair value due to the short-term maturities of these instruments. The Company’s policy is to recognize transfers between levels at the end of the period. This disclosure does not impact the Company’s financial position, results of operations or cash flows. As of the dates indicated, the Company’s long-term debt consisted of the following (in thousands): At December 31, 2023 At December 31, 2022 Carrying Value Fair Value Carrying Value Fair Value Valuation Technique Financial liabilities Outstanding principal amount of the 2021 Term Loan Credit Facility $ — $ — $ 147,174 $ 146,837 Level 2 – Market Approach Outstanding principal amount of the 2023 Term Loan Credit Facility $ 172,820 $ 182,446 $ — $ — Level 2 – Market Approach Our 2021 Term Loan Credit Facility (as defined below under Note 7- Debt) bears interest at a fixed rate of 8.47 %, where its fair value will fluctuate based on changes in interest rates and credit quality. On July 31, 2023, Atlas LLC entered into the 2023 Term Loan Credit Facility ( as defined below under Note 6- Leases) . The proceeds from the 2023 Term Loan Credit Facility were used to repay outstanding indebtedness under our previous 2021 Term Loan Credit Facility. The 2023 Term Loan Credit Facility bears interest at a fixed rate of 9.50 %. As of December 31, 2022 and 2023, the fair value of long-term debt has been determined by discounting the future cash flows using current market interest rates for similar financial instruments. These inputs are not quoted prices in active markets, but they are either directly or indirectly observable; therefore, they are classified as Level 2 inputs. |
Leases | Leases The Company leases office space, equipment, and vehicles under non-cancellable agreements. The Company’s leases may include options to extend or renew at the Company’s discretion. The measurement of the lease term includes options to extend or renew when it is reasonably certain the Company will exercise those options. Lease assets and liabilities are recognized at the commencement date based on the present value of minimum lease payments over the lease term. To determine the present value of future minimum lease payments, the Company uses the implicit rate when readily determinable; however, certain leases do not provide an implicit rate. Therefore, to determine the present value of minimum lease payments, the Company uses the incremental borrowing rate based on the information available at the commencement date of the lease. The Company’s finance lease agreements typically include an interest rate that is used to determine the present value of future lease payments. Short-term operating leases with an initial term of 12 months or less are not recorded on our balance sheet. Minimum lease payments are expensed on a straight-line basis over the lease term, including reasonably certain renewal options. The Company periodically evaluates whether current events or circumstances indicate that the carrying value of our right-of-use assets exceeds fair value. If such a review should indicate that the carrying amount of right-of-use asset is not recoverable, the Company will reduce the carrying amount of such assets to fair value. |
Environmental Costs and Other Contingencies | Environmental Costs and Other Contingencies The Company recognizes liabilities for environmental and other contingencies when there is an exposure that indicates it is both probable that a liability has been incurred and the amount of loss can be reasonably estimated. Where the most likely outcome of a contingency can be reasonably estimated, the Company accrues a liability for that amount. Where the most likely outcome cannot be estimated a range of potential losses is established and, if no one amount in that range is more likely than any other, the amount at the low end of that range is accrued. The Company records liabilities for environmental contingencies at the undiscounted amounts on the consolidated balance sheets as accrued liabilities and other liabilities when environmental assessments indicate that remediation efforts are probable, and costs can be reasonably estimated. Estimates of the liabilities are based on currently available facts and presently enacted laws and regulations, taking into consideration the likely effects of other societal and economic factors. These estimates are subject to revision in future periods based on actual costs or new circumstances. The Company capitalizes costs that benefit future periods and recognizes a current period charge in operations and maintenance expenses when clean-up efforts do not benefit future periods. The Company evaluates potential recoveries of amounts from third parties, including insurance coverage, separately from the liability. Recovery is evaluated based on the solvency of the third party, among other factors. When recovery is assured, the Company records and reports an asset separately from the associated liability on the consolidated balance sheets. Management is not aware of any environmental or other contingencies that would have a material effect on the consolidated financial statements for the years ended December 31, 2023, 2022 and 2021. |
Revenues | Revenues Under ASC Topic 606-Revenue from Contracts with Customers (“ASC 606”), revenue recognition is based on the transfer of control, or the customer’s ability to benefit from the services and products in an amount that reflects the consideration expected to be received in exchange for those services and products. In recognizing revenue for products and services, the transaction price is determined from sales orders or contracts with customers. The Company generates revenues from the sale of product that customers purchase for use in the oil and gas industry. Revenues are derived from product sold to customers under supply agreements, whose terms can extend for over one year, and from spot sales through individual purchase orders executed at prevailing market rates. The Company’s product revenues are primarily a function of the price per ton realized and the volumes sold. Pricing structures under the supply agreements are, in certain cases, subject to certain contractual adjustments and consist of a combination of negotiated pricing and fixed pricing. These arrangements may undergo periodic negotiations regarding pricing and volume requirements, which may occur in volatile market conditions. The Company generates service revenue by providing transportation, storage solutions and contract labor services to companies in the oil and gas industry. Transportation services typically consist of transporting product from the plant facilities to the wellsite. The amounts invoiced reflect the transportation services rendered. The amounts invoiced for storage solutions and contract labor services reflect the amount of time these services were utilized in the billing period. Transportation, storage solutions and contract labor services are contracted through work orders executed under established pricing terms. The Company recognizes revenue for product at a point in time following the transfer of control and satisfaction of the performance obligation of such items to the customer, under ASC 606, which typically occurs upon customer pick-up at the facilities. The Company recognizes revenue for services when services are rendered to the customer and the performance obligation is satisfied. The Company’s standard collection terms are generally 30 days, with certain customer payment terms extending up to 60 days. Certain of the Company’s contracts contain shortfall provisions that calculate agreed upon fees that are billed when the customer does not meet the minimum purchases over a period of time defined in each contract and when collectability is reasonably certain. As the Company does not have the ability to predict customers’ orders over the period, there are constraints around the ability to recognize the variability in consideration related to this condition. The Company did no t recognize shortfall revenue for the years ended December 31, 2023, 2022 and 2021. All of the Company’s revenue is generated in Texas and New Mexico. Revenue is disaggregated by product and service sales, no further disaggregation of revenue information is provided. The Company has elected to use the ASC 606 practical expedients, pursuant to which it has excluded disclosures of transaction prices allocated to remaining performance obligations and when it expects to recognize such revenue. The remaining performance obligations are primarily comprised of unfulfilled contracts to deliver product, most of which hold a remaining duration of less than one year, and of which ultimate transaction prices will be allocated entirely to the unfulfilled contracts. The Company’s transaction prices under these contracts may be impacted by market conditions and potential contract negotiations, which have not yet been determined, and are therefore variable in nature. The Company occasionally receives prepayments from customers for future deliveries of product. These prepayments represent consideration that is unconditional for which the Company has yet to transfer title to the product. Amounts received from customers in advance of product deliveries are recorded as contract liabilities referred to as deferred revenues and are recognized as revenue upon delivery of the product. The Company did no t recognize any deferred revenue on the Company’s consolidated balance sheets as of years ended December 31, 2023 and 2022. |
Unit-Based Compensation | Unit-Based Compensation The Company awards incentive units to members of management, consultants and employees as incentive compensation. The Company accounts for these awards under the measurement and recognition provisions of Accounting Standards Codification (“ASC”) 718, Compensation - Stock Compensation. The Company accounts for unit-based compensation by amortizing the fair value of the units, which is determined at the grant date, over the applicable vesting period for each tranche of the award using a graded vesting methodology. The Company accounts for forfeitures as they occur and reverses any previously recognized unit-based compensation expense for the unvested portion of the awards that were forfeited. Unit-based compensation expense is recognized as selling, general and administrative expense on the Company’s consolidated statements of operations. Stock-Based Compensation We account for stock-based compensation, including grants of incentive units, restricted stock awards, time-based restricted stock units and performance share units, under the measurement and recognition provisions of Accounting Standards Codification (“ASC”) 718, Compensation – Stock Compensation (“ASC 718”). We account for stock and unit-based compensation by amortizing the fair value of the stock or units, which is determined at the grant date, on a straight-line basis unless the tranche method is required. We account for forfeitures as they occur and reverse any previously recognized stock or unit-based compensation expense for the unvested portion of the awards that were forfeited. The number of forfeited shares shall again be available for purposes of awards under the LTIP. Stock-based compensation expense is recognized as selling, general and administrative expense on the Company’s consolidated statements of operations. |
Earnings Per Share | Earnings Per Share We use the treasury stock method to determine the potential dilutive effect of outstanding restricted stock units and performance share units. We evaluated the potential dilutive effect of Old Atlas Class B Common Stock using the “if-converted” method, noting conversion of Old Atlas Class B Common Stock to Old Atlas Class A Common Stock would not have a dilutive impact to earnings per share. Each share of Old Atlas Class B Common Stock was issued in conjunction with and only as a consequence of the issuance by Atlas Operating of an Operating Unit to a securityholder other than Old Atlas. Old Atlas was a holding company the only assets of which were equity interests in Atlas Operating. Prior to the Up-C Simplification, the earnings of Atlas Operating per unit were attributable to Old Atlas and the other Legacy Owners, as the holders of the outstanding Operating Units. Because each holder of Operating Units other than Old Atlas also held one share of Old Atlas Class B Common Stock, and because Old Atlas consolidated the results of operations of Atlas Operating, the earnings per Operating Unit attributable to the Legacy Owners for the period prior to the Up-C Simplification were derivatively attributable to the corresponding shares of Old Atlas Class B Common Stock held by such Legacy Owners. For that reason, when a Legacy Owner determined to exercise its Redemption Right (as defined below in Note 9 - Stockholders' Equity ) and exchange an Operating Unit (and corresponding share of Old Atlas Class B Common Stock), for a share of Old Atlas Class A Common Stock, there was not a dilutive impact to the earnings per share of the Old Atlas Class A Common Stock. In connection with the Up-C Simplification, each Operating Unit issued and outstanding immediately prior to the effective time of the Mergers (the “Effective Time”), other than Operating Units held by Old Atlas, was exchanged for one share of New Atlas Common Stock, the holders of such Operating Units became stockholders of New Atlas, and all of the Old Atlas Class B Common Stock issued and outstanding immediately prior to the Effective Time was surrendered and cancelled for no consideration. This exchange did not have a dilutive impact on the fourth quarter 2023 earnings per share. The presentation of earnings per share for the periods prior to the IPO is not meaningful and only earnings per share for periods subsequent to the IPO are presented herein. See Note 12 – Earnings Per Share for additional information. |
Redeemable Noncontrolling Interest | Redeemable Noncontrolling Interest Prior to the Up-C Simplification, discussed in Note 1- Business and Organization , we accounted for the Legacy Owners’ historical 42.2 % economic interest in Atlas Operating through ownership of Operating Units as redeemable noncontrolling interest. The redeemable noncontrolling interest was recognized at the higher of (1) its initial fair value plus accumulated earnings associated with the redeemable noncontrolling interest or (2) the redemption value as of the balance sheet date. The redemption amount was based on the 10-day volume-weighted average closing price of shares of Old Atlas Class A Common Stock at the end of the reporting period. Changes in the redemption value were recognized immediately as they occurred, as if the end of the reporting period was also the redemption date for the instrument, with an offsetting entry to retained earnings, or additional paid-in capital in the absence of retained earnings and further to accumulated deficit in the absence of additional paid in capital. In connection with the Up-C Simplification, each Operating Unit issued and outstanding immediately prior to the Effective Time, other than Operating Units held by Old Atlas, was exchanged for one share of New Atlas Common Stock, the holders of such Operating Units became stockholders of New Atlas, and all of the Old Atlas Class B Common Stock issued and outstanding immediately prior to the Effective Time was surrendered and cancelled for no consideration. See Note 10 – Redeemable Noncontrolling Interest for additional information. |
Cost of Sales, Excluding Depreciation, Depletion and Accretion Expense | Cost of Sales, Excluding Depreciation, Depletion and Accretion Expense Cost of sales, excluding depreciation, depletion and accretion expense, related to product sales primarily consists of the cost to produce product, including direct and indirect labor, employee housing costs, excavation costs, rental equipment, maintenance expense, utilities, natural gas and royalty expense. Product related costs were $ 131.8 million, $ 130.8 million, and $ 57.8 million for the years ended December 31, 2023, 2022 and 2021, respectively. Cost of sales, excluding depreciation, depletion and accretion expense, related to service sales primarily consists of direct and indirect labor, transportation costs and rental equipment. Service-related co sts were $ 128.6 million, $ 68.1 m illion, and $ 26.9 million for the years ended December 31, 2023, 2022 and 2021, respectively. |
Selling, General and Administrative Expense | Selling, General and Administrative Expense Selling, general and administrative expense primarily consists of non-production personnel wages and benefits, insurance expense, travel and entertainment, advertising expense, professional fees, rent expense for the Company’s corporate office and office supplies, among other expenses to support the business. |
Defined Contribution Plans | Defined Contribution Plans The Company has defined contribution plans covering substantially all employees who meet certain service and eligibility requirements. The Company’s matching contribution to defined contribution plans was approximately $ 0.7 million , $ 0.5 million, and $ 0.4 million for the years ended December 31, 2023, 2022 and 2021, respectively. |
IncomeTaxes | Income Taxes For the purposes of this discussion, references to “Atlas Inc.” are to Old Atlas for reporting periods prior to the completion of the Up-C Simplification (the “Closing”), and to New Atlas following the Closing. Atlas Inc. is a corporation and it is subject to U.S. federal, state and local income taxes. The financial statement implications related to deferred tax liabilities of the Reorganization and Up-C Simplification referenced in Note 1 - Business and Organization and the tax impact of the Company’s status as a taxable corporation subject to U.S. federal, state and local income taxes have been reflected in the accompanying Financial Statements. The Company, under ASC 740 – Income Taxes (“ASC 740”), uses the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rate on deferred tax assets and liabilities is recognized in earnings in the period that includes the enactment date. A valuation allowance will be provided for deferred tax assets if it is more likely than not the deferred tax assets will not be realized. Atlas LLC, the Company’s predecessor, was organized as a limited liability company. As a limited liability company, Atlas LLC has either been treated as a disregarded entity or a partnership for income tax purposes and, therefore, is not subject to U.S. federal income tax. Rather, the U.S. federal income tax liability with respect to the taxable income of our predecessor was passed through to its owners. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. The Company evaluates the uncertainty in tax positions taken or expected to be taken in the course of preparing the consolidated financial statements to determine whether the tax positions are more likely than not of being sustained by the applicable tax authority. However, the conclusions regarding the evaluation are subject to review and may change based on factors including, but not limited to, ongoing analysis of tax laws, regulations, and interpretations thereof. As of December 31, 2023, and December 31, 2022, the Company did no t have any liabilities for uncertain tax positions or gross unrecognized tax benefits. Our income tax returns from 2019, 2020, 2021 and 2022 are open to examinations by U.S. federal, state or local tax authorities. The Company cannot predict or provide assurance as to the ultimate outcome of any existing or future examinations. |
Segments | Segments The Company operates as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”). The Company’s CODM was collectively its Chairman of the Board and Chief Executive Officer, and President and Chief Financial Officer. The CODM evaluates the Company’s financial information and performance on a consolidated basis for purposes of making operating decisions and allocating resources. The Company operates with centralized functions and delivers most of its products and services in a similar way to all customers. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Financial Instruments – In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326), which amended the guidance on the impairment of financial instruments. The standard added an impairment model, referred to as current expected credit loss, which is based on expected losses rather than incurred losses. The standard applies to most debt instruments, trade receivables, lease receivables, reinsurance receivables, financial guarantees and loan commitments. Under the guidance, companies are required to disclose credit quality indicators disaggregated by year of origination for a five-year period. In May 2019, ASU 2016-13 was subsequently amended by ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, ASU 2019-05, Financial Instruments—Credit Losses (Topic 326): Targeted Transition Relief. The new guidance became effective for fiscal years beginning after December 15, 2022. We adopted ASU 2016-13 on January 1, 2023. ASU 2016-13 was applied using a modified retrospective approach, with a cumulative-effect adjustment to the opening balance of retained earnings as of the adoption date. We analyzed trade accounts receivable on an individual customer and overall basis through review of historical collection experience and current aging status of our customer accounts. We also consider the financial condition and economic environment of our customers in evaluating the need for an allowance. There was no material cumulative impact of adoption in the opening balance of retained earnings as of January 1, 2023. See - Accounts Receivable and Allowance for Credit Losses discussed within this Note. Leases - On January 1, 2022, the Company adopted ASU 2016-02, Leases (Topic 842), as amended by other ASUs issued since February 2016, using the modified retrospective transition method applied at the effective date of the standard. By electing this optional transition method, information prior to January 1, 2022 has not been restated and continues to be reported under the accounting standards in effect for the period (ASC Topic 840). The Company elected the package of practical expedients permitted under the transition guidance within the new standard, including the option to carry forward the historical lease classifications and assessment of initial direct costs, account for lease and non-lease components as a single lease, and to not include leases with an initial term of less than 12 months in the lease assets and liabilities. Refer to Note 6- Leases for additional information. Recently Issued Accounting Pronouncements Not Yet Effective Income Taxes- In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The standard requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid. The standard is intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital allocation decisions and applies to all entities subject to income taxes. The new standard is effective for annual periods beginning after December 15, 2024. The Company is currently evaluating the impact of the consolidated financial statements. Segments - In November 2023, the Financial Accounting Standard Board, or FASB, issued ASU No. 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures" to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and information used to assess segment performance. The ASU is effective for fiscal years beginning after December 15, 2023 on a retrospective basis, and for interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements and related disclosures. Disclosure Improvements - In October 2023, the FASB issued ASU 2023-06: Disclosure Improvements- Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative, which amends U.S. GAAP to reflect updates and simplifications to certain disclosure requirements referred to FASB by the SEC. The targeted amendments incorporate 14 of the 27 disclosures referred by the SEC into Codification. Some of the amendments represent clarifications to, or technical corrections of, the current requirements. ASU 2023-06 could move certain disclosures from the nonfinancial portions of SEC filings to the financial statement notes. Each amendment in ASU 2023-06 will only become effective if the SEC removes the related disclosure or presentation requirement from its existing regulation by June 30, 2027. No amendments were effective at December 31, 2023. The Company is currently evaluating the impact of the consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Useful Lives of Fixed Assets | Fixed assets, other than plant facilities associated with productive, depletable properties, are depreciated using the straight-line method over the estimated useful lives of the assets as follows: Plant facilities and equipment 1 – 40 years Furniture and office equipment 3 – 15 years Computer and network equipment 3 – 7 years Buildings and leasehold improvements 5 – 40 years Logistic equipment 4 – 7 years |
Schedule of Change in Asset Retirement Obligation | Changes in the asset retirement obligations are as follows (in thousands): For the Year Ended December 31, 2023 2022 Beginning Balance $ 1,245 $ 1,179 Additions to liabilities 1,374 — Accretion expense 86 66 Ending Balance $ 2,705 $ 1,245 |
Summary of Fair Values and Carrying Values of Long-Term Debt | As of the dates indicated, the Company’s long-term debt consisted of the following (in thousands): At December 31, 2023 At December 31, 2022 Carrying Value Fair Value Carrying Value Fair Value Valuation Technique Financial liabilities Outstanding principal amount of the 2021 Term Loan Credit Facility $ — $ — $ 147,174 $ 146,837 Level 2 – Market Approach Outstanding principal amount of the 2023 Term Loan Credit Facility $ 172,820 $ 182,446 $ — $ — Level 2 – Market Approach |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Inventory, Net [Abstract] | |
Schedule of Inventories | Inventories consisted of the following (in thousands): For the Year Ended December 31, 2023 2022 Raw materials $ 441 $ 290 Work-in-process 4,937 4,825 Finished goods 1,071 499 Inventories $ 6,449 $ 5,614 |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Components of Property, Plant and Equipment, Net | Property, plant and equipment, net, consisted of the following (in thousands): For the Year Ended December 31, 2023 2022 Plant facilities associated with productive, depletable properties $ 243,618 $ 243,613 Plant equipment 489,953 251,122 Land 3,197 3,009 Furniture and office equipment 2,362 1,407 Computer and network equipment 1,648 1,648 Buildings and leasehold improvements 32,558 25,402 Logistics equipment 48,139 1,591 Construction in progress 248,004 111,711 Property, plant and equipment 1,069,479 639,503 Less: Accumulated depreciation and depletion ( 134,819 ) ( 97,979 ) Property, plant and equipment, net $ 934,660 $ 541,524 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following (in thousands): For the Year Ended December 31, 2023 2022 Accrued capital expenditures $ 7,317 $ 10,536 Accrued personnel costs 4,370 1,485 Accrued production costs 5,627 4,586 Accrued royalties 2,356 6,529 Professional services 1,251 1,263 Sales and use tax payable 3,373 2,144 Other 4,164 4,087 Total accrued liabilities $ 28,458 $ 30,630 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Schedule of Lease Cost | The components of lease cost were as follows (in thousands ): For the Year Ended December 31, 2023 2022 Finance lease cost: Amortization of right-of-use assets $ 4,358 $ 2,027 Interest on lease liabilities 1,748 666 Operating lease cost 1,111 1,085 Variable lease cost 651 706 Short-term lease cost 25,763 12,576 Total lease cost $ 33,631 $ 17,060 |
Schedule of Supplemental Cash Flow and Other Information Related to Leases | Supplemental cash flow and other information related to leases were as follows (in thousands): For the Year Ended December 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 1,312 $ 1,305 Operating cash outflows from finance leases $ 1,748 $ 666 Financing cash outflows from finance leases $ 2,001 $ 1,010 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases $ 559 $ 6,245 Finance leases $ 25,063 $ 21,201 |
Schedule of Lease Terms and Discount Rates | Lease terms and discount rates were as follows: For the Year Ended December 31, 2023 2022 Weighted-average remaining lease term: Operating leases 3.6 years 4.5 years Finance leases 3.6 years 5.3 years Weighted-average discount rate: Operating leases 4.7 % 4.3 % Finance leases 5.2 % 9.4 % |
Schedule of Future Minimum Lease Commitments of Operating and Finance Leases Liabilities | Future minimum lease commitments as of December 31, 2023, are as follows (in thousands): Finance Operating 2024 $ 176 $ 1,443 2025 90 1,474 2026 90 1,414 2027 90 815 2028 21 11 Thereafter — — Total lease payments 467 5,157 Less imputed interest 45 410 Total $ 422 $ 4,747 |
Schedule of Supplemental Balance Sheet Related to Lease | Supplemental balance sheet information related to our leases were as follows (in thousands): Classification December 31, 2023 December 31, 2022 Operating Leases Current operating lease liabilities Other current liabilities $ 1,249 $ 1,082 Noncurrent operating lease liabilities Other long-term liabilities $ 3,498 $ 4,287 Finance Leases Current finance lease liabilities Other current liabilities $ 158 $ 3,213 Noncurrent finance lease liabilities Other long-term liabilities $ 264 $ 16,942 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Summary of Components of Debt | Debt consists of the following (in thousands): For the Year Ended December 31, 2023 2022 Term Loan Credit Facility $ 180,000 $ 148,995 Less: Debt discount, net of accumulated amortization of $ 480 and $ 546 , respectively ( 6,769 ) ( 1,254 ) Less: Deferred financing fees, net of accumulated amortization of $ 29 and $ 248 , respectively ( 411 ) ( 567 ) Less: Current portion (a) — ( 20,586 ) Long-term debt $ 172,820 $ 126,588 (a) The current portion of long-term debt reflects payments based on the terms of the 2023 Term Loan Credit Facility and the 2021 Term Loan Credit Facility as of December 31, 2023 and December 31, 2022, respectively. |
Summary of Future Principal Payment Obligations | The following table sets forth future principal payment obligations as of December 31, 2023, based on the terms of the 2023 Term Loan Credit Facility (in thousands). 2024 $ — 2025 19,745 2026 21,704 2027 23,859 2028 26,227 Thereafter 88,465 Total $ 180,000 |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interest (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Noncontrolling Interest [Abstract] | |
Summary of Adjustments to the Value of Redeemable Noncontrolling Interest | From the date of the IPO through the date of the Up-C Simplification, we recorded adjustments to the value of the redeemable noncontrolling interest. Refer to the table below for the balance as of December 31, 2023: Redeemable Noncontrolling Interest Balance at March 13, 2023 (1) $ 771,345 Net income attribution post-IPO 66,503 $ 0.35 /unit distribution to Atlas Operating unitholders ( 14,998 ) Other distributions to redeemable non-controlling interest unitholders ( 7,158 ) Redemption of operating units of Atlas Operating for Old Atlas Class A Common Stock ( 13,640 ) Adjustment of redeemable noncontrolling interest to redemption amount (2) 185,412 Effects of Up-C Simplification ( 987,464 ) Balance at December 31, 2023 $ — (1) Based on the Operating Units held by the Legacy Owners who also held 42,852,499 shares of Old Atlas Class B Common Stock and an Old Atlas Class A Common Stock price of $ 18.00 on the date on which we consummated the IPO. (2) Based on the Operating Units held by the Legacy Owners who also held 42,258,185 shares of Old Atlas Class B Common Stock and an Old Atlas Class A Common Stock 10-day volume-weighted average closing price of $ 23.36 on October 2, 2023. In accordance with the Atlas Sand Operating LLC agreement, the redemption is valued at the average of the volume-weighted closing price for each of the 10 consecutive full trading days ending on and including the last full trading day immediately prior, which was September 29th. |
Stock-Based and Unit - Based _2
Stock-Based and Unit - Based Compensations (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Restricted Stock Units [Member] | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |
Summary of Nonvested Stock Shares Activity | Changes in non-vested RSUs outstanding under the LTIP during the year ended December 31, 2023 were as follows: Number of Units Weighted Average Non-vested at December 31, 2022 — $ — Granted 1,661,173 $ 20.96 Vested ( 25,000 ) $ 15.99 Forfeited — $ — Non-vested at December 31, 2023 1,636,173 $ 21.04 |
Performance Share Units [Member] | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |
Summary of Nonvested Stock Shares Activity | Changes in non-vested PSUs outstanding under the LTIP during 2023 were as follows: Number of Units Weighted Average Non-vested at December 31, 2022 — $ — Granted 490,167 $ 20.19 Vested ( 584 ) $ 20.19 Forfeited ( 16,360 ) $ 20.19 Non-vested at December 31, 2023 473,223 $ 20.19 |
Class P Unit [Member] | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |
Summary of Nonvested Stock Shares Activity | A summary of Atlas LLC’s Class P unit activity is as follows: Number of Class Weighted Average Non-vested at December 31, 2021 2,833 $ 151.57 Granted 2,200 $ 151.57 Vested ( 1,500 ) $ 151.57 Forfeited — — Non-vested at December 31, 2022 3,533 $ 151.57 Granted — — Vested ( 3,533 ) $ 151.57 Forfeited — — Non-vested at December 31, 2023 — — |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table reflects the allocation of net income to common stockholders and EPS computations for the period indicated based on a weighted average number of shares of common stock outstanding for the period (in thousands, except per share data): For the Year Ended December 31, 2023 Numerator: Net income $ 226,493 Less: Pre-IPO net income attributable to Atlas Sand Company, LLC 54,561 Less: Net income attributable to redeemable noncontrolling interest 66,503 Net income attributable to Atlas Energy Solutions Inc. $ 105,429 Denominator: Basic weighted average shares outstanding 70,450 Dilutive potential of restricted stock units 85 Dilutive potential of performance share units 500 Diluted weighted average shares outstanding (1) $ 71,035 Basic EPS attributable to holders of New Atlas Common Stock $ 1.50 Diluted EPS attributable to holders of New Atlas Common Stock (1) $ 1.48 (1) Shares of Old Atlas Class A Common Stock issued in exchange for Operating Units did not have a dilutive effect on EPS and were not included in the EPS calculation. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for Income Taxes | The components of the income tax provision are as follows (in thousands): For the Year Ended December 31, 2023 2022 2021 Current income tax provision: Federal $ — $ — $ — State 2,177 1,858 471 Total current income tax provision $ 2,177 $ 1,858 $ 471 Deferred income tax provision: Federal $ 28,627 $ — $ — State 574 ( 2 ) 360 Total deferred income tax provision (benefit): $ 29,201 $ ( 2 ) $ 360 Income tax provision $ 31,378 $ 1,856 $ 831 |
Schedule of Expense Computed by Applying Statutory Federal Income Tax Rate | The effective tax rate on pre-tax income differs from the Federal statutory rate of 21 % for the years ended December 31, 2023, 2022, and 2021 due to the following (in thousands, except effective tax rates): For the Year Ended December 31, 2023 2022 2021 Taxes at federal statutory rate $ 54,153 $ 45,961 $ 1,069 Less: Pre-IPO activity attributable to Atlas Sand Company, LLC ( 11,526 ) ( 45,961 ) ( 1,069 ) Less: noncontrolling interest ( 14,140 ) — — State income tax expense 2,173 1,856 831 Other 718 — — Income tax expense $ 31,378 $ 1,856 $ 831 Effective tax rate 12.2 % 0.8 % 16.3 % |
Schedule of Deferred Tax Assets and Deferred Tax Liabilities | The tax effects of cumulative temporary differences that give rise to significant deferred tax assets and deferred tax liabilities are presented below (in thousands): For the Year Ended December 31, 2023 2022 Deferred tax assets Amortizable intangible assets $ 3,397 $ — Net operating loss carryforward 4,255 — Employee compensation 1,573 — Other 1,417 — Total deferred tax assets $ 10,642 $ — Deferred tax liabilities Inventories $ ( 2,700 ) $ — Fixed assets ( 85,756 ) ( 165 ) Depletable assets ( 42,791 ) ( 1,741 ) Other ( 924 ) — Total deferred tax liabilities ( 132,171 ) ( 1,906 ) Deferred tax liability, net $ ( 121,529 ) $ ( 1,906 ) |
Business and Organization (Deta
Business and Organization (Details) - USD ($) | 12 Months Ended | |||
Oct. 02, 2023 | Mar. 13, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Net proceeds | $ 291,200,000 | |||
Offering costs | $ 0 | $ 6,300,000 | ||
Deferred tax liability arising from the IPO | $ 27,500,000 | (27,537,000) | ||
Deferred tax liability arising from Up-C simplification | $ 62,700,000 | $ (62,708,000) | ||
Legacy Owners [Member] | ||||
Economic interest | 57.10% | |||
Operating interest percentage | 42.20% | |||
Operating interest | 57.10% | |||
Atlas LLC | ||||
Percentage of voting power | 82% | |||
Atlas LLC | Legacy Owners [Member] | ||||
Economic interest | 68.50% | |||
Operating interest percentage | 42.90% | |||
Operating interest | 68.50% | |||
Common Class A [Member] | ||||
Shares issued price per share | $ 23.36 | $ 18 | ||
Common Class A [Member] | Atlas LLC | ||||
Common stock, shares issued | 39,147,501 | |||
Common Class B [Member] | Atlas LLC | ||||
Common stock, par value | $ 0.01 | |||
Common stock, shares issued | 42,852,499 | |||
Old Atlas Class A Shares | ||||
Common stock, par value | $ 0.01 | |||
Common stock, shares issued | 0 | |||
Old Atlas Class B Shares | ||||
Common stock, par value | $ 0.01 | |||
Common stock, shares issued | 0 | |||
Common Stock [Member] | Common Class A [Member] | ||||
Issuance of Common Stock in IPO, net of offering costs, Shares | 18,000 | |||
Common Stock [Member] | Common Class A [Member] | Atlas LLC | ||||
Shares issued | 1,000 | |||
New Atlas Common Stock | ||||
Common stock, shares issued | 100,025,584 | |||
Pubco Merger | New Atlas Common Stock | ||||
Common stock, par value | $ 0.01 | |||
IPO [Member] | ||||
Proceeds from equity issuances | $ 324,000,000 | |||
Underwriting discounts and commissions | $ 20,600,000 | |||
Offering costs | $ 5,900,000 | $ 6,300,000 | ||
IPO [Member] | Common Class A [Member] | ||||
Issuance of Common Stock in IPO, net of offering costs, Shares | 18,000,000 | |||
Common stock, par value | $ 0.01 | |||
Shares issued price per share | $ 18 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Oct. 20, 2021 | |
Intrafi account deposits amount | $ 131,100,000 | |||
US government securities at carrying value | $ 26,400,000 | |||
Bad debt expense | $ 0 | $ 100,000 | ||
Accounts Receivable, Allowance for Credit Loss | 0 | |||
Allowance for credit losses | de minimis | |||
Debt expense | de minimis | |||
Spare parts inventory reserve | $ 700,000 | 700,000 | ||
Prepaid expenses | $ 15,400,000 | 5,200,000 | ||
Other current assets | 700,000 | |||
Other Assets Current 1 | de minimis | |||
Interest capitalized | $ 0 | 0 | 0 | |
Deferred offering costs | 0 | 6,300,000 | ||
Accretion expense | 100,000 | 100,000 | 100,000 | |
Amortization of deferred financing costs | 337,000 | 442,000 | 739,000 | |
Amortization of the debt discounts | 800,000 | 500,000 | 7,300,000 | |
Deferred revenue | 0 | 0 | ||
Contribution to defined contribution plans | 700,000 | 500,000 | 400,000 | |
Liabilities for uncertain tax positions or gross unrecognized tax benefits | $ 0 | 0 | ||
Legacy Owners | ||||
Economic interest | 42.20% | |||
2021 Term Loan Credit Facility | ||||
Loans outstanding at a fixed interest rate | 8.47% | 8.47% | ||
2023 Term Loan Credit Facility | ||||
Loans outstanding at a fixed interest rate | 9.50% | |||
Revolving Credit Facility [Member] | ||||
Amortization of deferred financing costs | $ 300,000 | 400,000 | 700,000 | |
Shortfall Revenues [Member] | ||||
Revenues | 0 | 0 | 0 | |
Product [Member] | ||||
Cost of revenue | 131,800,000 | 130,800,000 | 57,800,000 | |
Service [Member] | ||||
Cost of revenue | $ 128,600,000 | $ 68,100,000 | $ 26,900,000 | |
Customer Concentration Risk | Accounts Receivable | Products And Services | Customer One | ||||
Concentration risk percentage | 19% | |||
Customer Concentration Risk | Accounts Receivable | Products And Services | Customer Two | ||||
Concentration risk percentage | 16% | |||
Customer Concentration Risk | Accounts Receivable | Products And Services | Customer Three | ||||
Concentration risk percentage | 12% | |||
Customer Concentration Risk | Accounts Receivable | Products And Services | Customer Four | ||||
Concentration risk percentage | 11% | |||
Customer Concentration Risk | Accounts Receivable | Products And Services | Maximum | Two Customers | ||||
Concentration risk percentage | 19% | |||
Customer Concentration Risk | Accounts Receivable | Products And Services | Minimum | Two Customers | ||||
Concentration risk percentage | 13% | |||
Customer Concentration Risk | Sales Revenue | One Customer | ||||
Concentration risk percentage | 25% | 12% | 13% | |
Customer Concentration Risk | Sales Revenue | Two Customers | ||||
Concentration risk percentage | 10% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives of Fixed Assets (Details) | Dec. 31, 2023 |
Plant facilities and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of the assets | 40 years |
Plant facilities and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of the assets | 1 year |
Furniture and office equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of the assets | 15 years |
Furniture and office equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of the assets | 3 years |
Computer and network equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of the assets | 7 years |
Computer and network equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of the assets | 3 years |
Buildings and leasehold improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of the assets | 40 years |
Buildings and leasehold improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of the assets | 5 years |
Logistics equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of the assets | 7 years |
Logistics equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives of the assets | 4 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Change in Asset Retirement Obligation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | |||
Beginning Balance | $ 1,245 | $ 1,179 | |
Additions to liabilities | 1,374 | 0 | $ 0 |
Accretion expense | 86 | 66 | |
Ending Balance | $ 2,705 | $ 1,245 | $ 1,179 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Summary of Fair Values and Carrying Values of Long-Term Debt (Details) - Valuation Market Approach - Fair Value Inputs Level 2 - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
2021 Term Loan Credit Facility | ||
Carrying Value | $ 0 | $ 147,174 |
Fair Value | 0 | 146,837 |
2023 Term Loan Credit Facility | ||
Carrying Value | 172,820 | 0 |
Fair Value | $ 182,446 | $ 0 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Inventory, Net [Abstract] | ||
Raw materials | $ 441 | $ 290 |
Work-in-process | 4,937 | 4,825 |
Finished goods | 1,071 | 499 |
Inventories | $ 6,449 | $ 5,614 |
Inventories - Additional Inform
Inventories - Additional Information (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Inventory, Net [Abstract] | ||
Inventory reserve | $ 0 | $ 0 |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net - Schedule of Components of Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 1,069,479 | $ 639,503 |
Less: Accumulated depreciation and depletion | (134,819) | (97,979) |
Property, plant and equipment, net | 934,660 | 541,524 |
Plant facilities associated with productive, depletable properties | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 243,618 | 243,613 |
Plant equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 489,953 | 251,122 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 3,197 | 3,009 |
Furniture and office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 2,362 | 1,407 |
Computer and network equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 1,648 | 1,648 |
Buildings and leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 32,558 | 25,402 |
Logistics equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 48,139 | 1,591 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 248,004 | $ 111,711 |
Property, Plant and Equipment_4
Property, Plant and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Impairment of long-lived assets | $ 0 | $ 0 | $ 0 |
Depreciation, Depletion and Accretion Expense | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation | 34,000 | 22,100 | 19,400 |
Depletion | 5,800 | 5,400 | 4,200 |
Selling, General and Administrative Expense | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 1,800 | $ 1,100 | $ 1,000 |
Accrued Liabilities - Schedule
Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Accrued capital expenditures | $ 7,317 | $ 10,536 |
Accrued personnel costs | 4,370 | 1,485 |
Accrued production costs | 5,627 | 4,586 |
Accrued royalties | 2,356 | 6,529 |
Professional services | 1,251 | 1,263 |
Sales and use tax payable | 3,373 | 2,144 |
Other | 4,164 | 4,087 |
Total accrued liabilities | $ 28,458 | $ 30,630 |
Leases - Schedule of Lease Cost
Leases - Schedule of Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Leases [Abstract] | ||
Amortization of right-of-use assets | $ 4,358 | $ 2,027 |
Interest on lease liabilities | 1,748 | 666 |
Operating lease cost | 1,111 | 1,085 |
Variable lease cost | 651 | 706 |
Short-term lease cost | 25,763 | 12,576 |
Total lease cost | $ 33,631 | $ 17,060 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flow and Other Information Related to Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Leases [Abstract] | ||
Operating cash outflows from operating leases | $ 1,312 | $ 1,305 |
Operating cash outflows from finance leases | 1,748 | 666 |
Financing cash outflows from finance leases | 2,001 | 1,010 |
Operating leases | 559 | 6,245 |
Finance leases | $ 25,063 | $ 21,201 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||
Jul. 31, 2023 | Jul. 28, 2022 | May 16, 2022 | May 31, 2023 | Jan. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jan. 01, 2022 | |
Lessee, Lease, Description [Line Items] | |||||||||
Amended operating lease right-of-use assets | $ 1,300 | ||||||||
Amended finance lease right-of-use assets | 3,200 | ||||||||
Amended operating lease, liability | 1,300 | ||||||||
Amended finance lease, liability | 3,200 | ||||||||
Repaid amount | $ 2,649 | 0 | $ 0 | ||||||
Finance lease right-of-use assets | 424 | 19,173 | $ 700 | ||||||
Finance lease liability | 422 | $ 600 | |||||||
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Finance lease right-of-use assets | ||||||||
Operating Lease, liability | 4,747 | $ 7,100 | |||||||
Operating lease right-of-use assets | $ 3,727 | 4,049 | 5,400 | ||||||
Other short-term liabilities | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Operating Lease, liability | 2,300 | ||||||||
Other long-term liabilities | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Operating Lease, liability | 4,800 | ||||||||
Property, plant and equipment | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Finance lease right-of-use assets | $ 700 | ||||||||
Finance Leases Liabilities | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Repaid amount | $ 42,800 | ||||||||
Finance Lease Assets | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Repaid amount | 39,500 | ||||||||
2023 Term Loan Credit Facility | Initial Term Loan | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Debt instrument, face amount | 180,000 | ||||||||
2023 Term Loan Credit Facility | Delayed Draw Term Loan | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Debt instrument, face amount | 100,000 | ||||||||
Repaid amount | 2,700 | ||||||||
2021 Term Loan Credit Facility | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Repaid amount | $ 133,400 | $ 3,800 | $ 3,800 | $ 12,600 | |||||
Secured Overnight Financing Rate Loan | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 8% | 8% | |||||||
Transportation and Logistics Equipment | Stonebriar Commercial Finance, LLC | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Purchases of equipments | $ 70,000 | ||||||||
Dredges and Related Equipment | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Purchases of equipments | $ 10,000 |
Leases - Schedule of Lease Term
Leases - Schedule of Lease Terms and Discount Rates (Details) | Dec. 31, 2023 | Dec. 31, 2022 |
Weighted-average remaining lease term: | ||
Operating leases | 3 years 7 months 6 days | 4 years 6 months |
Finance leases | 3 years 7 months 6 days | 5 years 3 months 18 days |
Weighted-average discount rate: | ||
Operating leases | 4.70% | 4.30% |
Finance leases | 5.20% | 9.40% |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Commitments of Operating and Finance Leases Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Jan. 01, 2022 |
Leases [Abstract] | ||
Finance, 2024 | $ 176 | |
Finance, 2025 | 90 | |
Finance, 2026 | 90 | |
Finance, 2027 | 90 | |
Finance, 2028 | 21 | |
Finance, Thereafter | 0 | |
Finance, Total lease payments | 467 | |
Finance, Less imputed interest | 45 | |
Finance, Total | 422 | $ 600 |
Operating, 2024 | 1,443 | |
Operating, 2025 | 1,474 | |
Operating, 2026 | 1,414 | |
Operating, 2027 | 815 | |
Operating, 2028 | 11 | |
Operating, Thereafter | 0 | |
Operating, Total lease payments | 5,157 | |
Operating, Less imputed interest | 410 | |
Operating, Total | $ 4,747 | $ 7,100 |
Leases - Schedule of Suppleme_2
Leases - Schedule of Supplemental Balance Sheet Related to Lease (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Operating Leases: | ||
Current operating lease liabilities | $ 1,249 | $ 1,082 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Other current liabilities | Other current liabilities |
Noncurrent operating lease liabilities | $ 3,498 | $ 4,287 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other long-term liabilities | Other long-term liabilities |
Finance Leases: | ||
Current finance lease liabilities | $ 158 | $ 3,213 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Other current liabilities | Other current liabilities |
Noncurrent finance lease liabilities | $ 264 | $ 16,942 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other long-term liabilities | Other long-term liabilities |
Debt - Summary of Components of
Debt - Summary of Components of Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Debt Disclosure [Abstract] | ||
Term loan credit facility | $ 180,000 | $ 148,995 |
Less: Debt discount, net of accumulated amortization of $480 and $546, respectively | (6,769) | (1,254) |
Less: Deferred financing fees, net of accumulated amortization of $29 and $248, respectively | (411) | (567) |
Less: Current portion | 0 | (20,586) |
Long-term debt | $ 172,820 | $ 126,588 |
Debt - Summary of Components _2
Debt - Summary of Components of Debt (Parenthetical) (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
Debt discount, net of accumulated amortization | $ 480 | $ 546 |
Deferred financing fees, net of accumulated amortization | $ 29 | $ 248 |
Debt - 2023 Term Loan Credit Fa
Debt - 2023 Term Loan Credit Facility - Additional Information (Details) $ in Millions | Jul. 31, 2023 USD ($) | Dec. 31, 2023 | Oct. 20, 2021 |
Maximum | |||
Debt Instrument [Line Items] | |||
Annualized leverage ratio | 2 | ||
Minimum | |||
Debt Instrument [Line Items] | |||
Annualized leverage ratio | 1 | ||
2023 Term Loan Credit Facility | |||
Debt Instrument [Line Items] | |||
Loans outstanding at a fixed interest rate | 9.50% | ||
Prepayment Principal Amount Percentage | 100% | ||
Prepayment fee percentage | 8% | ||
Prepayment fee percentage, two years | 4% | ||
Prepayment fee percentage, three years | 3% | ||
Prepayment fee percentage, thereafter | 2% | ||
Line of credit minimum liquidity amount | $ 30 | ||
2023 Term Loan Credit Facility | Maximum | |||
Debt Instrument [Line Items] | |||
Annualized leverage ratio | 4 | ||
2023 Term Loan Credit Facility | Minimum | |||
Debt Instrument [Line Items] | |||
Annualized leverage ratio | 1 | ||
2023 Term Loan Credit Facility | Initial Term Loan | |||
Debt Instrument [Line Items] | |||
Maturity date of long term debt | Aug. 01, 2030 | ||
Loans outstanding at a fixed interest rate | 9.50% | ||
2023 Term Loan Credit Facility | Delayed Draw Term Loan | |||
Debt Instrument [Line Items] | |||
Loans outstanding at a fixed interest rate | 5.95% | ||
Monthly payable installments, percentage | 80% | ||
Percentage of outstanding principal balance due at maturity | 20% |
Debt - 2023 ABL Credit Facility
Debt - 2023 ABL Credit Facility - Additional Information (Details) - USD ($) | 12 Months Ended | |
Feb. 22, 2023 | Dec. 31, 2023 | |
Atlas Sand Company, LLC | ||
Debt Instrument [Line Items] | ||
Commitment fee percentage | 0.375% | |
Maximum | Atlas Sand Company, LLC | ||
Debt Instrument [Line Items] | ||
Commitment fee percentage | 0.50% | |
Minimum | Atlas Sand Company, LLC | ||
Debt Instrument [Line Items] | ||
Commitment fee percentage | 0.375% | |
2023 ABL Credit Facility | ||
Debt Instrument [Line Items] | ||
Maximum Borrowing capacity | $ 75,000,000 | |
Credit facility, maturity date | Feb. 22, 2028 | |
Outstanding borrowings | 0 | |
Letters of credit outstanding amount | 1,100,000 | |
Interest expense, unutilized commitment fees and other fees | 300,000 | |
Remaining borrowing capacity | $ 73,900,000 | |
Minimum availability covenant percent | 12.50% | |
Minimum availability covenant | $ 7,500,000 | |
Fixed charge coverage ratio, Minimum | 1 | |
Fixed charge coverage ratio, maximum | 1 | |
Line of credit, liquidity threshold | $ 30,000,000 | |
Divident payment required | $ 7,500,000 | |
2023 ABL Credit Facility | Atlas Sand Company, LLC | ||
Debt Instrument [Line Items] | ||
Minimum availability covenant percent | 20% | |
Minimum availability covenant | $ 12,000,000 | |
2023 ABL Credit Facility | Fixed Charge Coverage Ratio | ||
Debt Instrument [Line Items] | ||
Minimum availability covenant percent | 15% | |
Minimum availability covenant | $ 9,000,000 | |
2023 ABL Credit Facility | Maximum | ||
Debt Instrument [Line Items] | ||
Maximum Borrowing capacity | $ 7,500,000 | |
Fixed charge coverage ratio, maximum | 1 | |
2023 ABL Credit Facility | Minimum | ||
Debt Instrument [Line Items] | ||
Fixed charge coverage ratio, Minimum | 1 | |
2023 ABL Credit Facility | Line Of Credit | ||
Debt Instrument [Line Items] | ||
Maximum Borrowing capacity | $ 75,000,000 | |
2023 ABL Credit Facility | Letter of Credit | ||
Debt Instrument [Line Items] | ||
Maximum Borrowing capacity | $ 25,000,000 | $ 7,500,000 |
Letters of credit outstanding amount | $ 1,100,000 | |
2023 ABL Credit Facility | Secured Overnight Financing Rate Loan | Maximum | ||
Debt Instrument [Line Items] | ||
Interest rate basis percentage | 2% | |
Interest rate margin percentage | 1% | |
2023 ABL Credit Facility | Secured Overnight Financing Rate Loan | Minimum | ||
Debt Instrument [Line Items] | ||
Interest rate basis percentage | 1.50% | |
Interest rate margin percentage | 0.50% |
Debt - 2021 Term Loan Credit Fa
Debt - 2021 Term Loan Credit Facility - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||||
Jul. 31, 2023 | Oct. 20, 2021 | May 31, 2023 | Jan. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2023 | |
Debt Instrument [Line Items] | ||||||||
Repaid amount | $ 2,649 | $ 0 | $ 0 | |||||
Dividend Payable | $ 20,000 | $ 15,000 | $ 12,600 | |||||
Finance Leases Liabilities | ||||||||
Debt Instrument [Line Items] | ||||||||
Repaid amount | 42,800 | |||||||
Finance Lease Assets | ||||||||
Debt Instrument [Line Items] | ||||||||
Repaid amount | 39,500 | |||||||
Prepayment Fee on the 2021 Term Loan Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Repaid amount | $ 2,600 | |||||||
Common Class A [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Variable dividend declared | $ 0.05 | $ 0.15 | ||||||
Operating Units | ||||||||
Debt Instrument [Line Items] | ||||||||
Dividends declared (in dollars per share) | $ 0.2 | $ 0.15 | ||||||
IPO [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Cash dividends paid as percentage of net proceeds | 10% | |||||||
Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Annualized leverage ratio | 1 | |||||||
Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Annualized leverage ratio | 2 | |||||||
2021 Term Loan Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Loans outstanding at a fixed interest rate | 8.47% | 8.47% | ||||||
Maturity date of long term debt | Oct. 01, 2027 | |||||||
Prepayment Principal Amount Percentage | 100% | |||||||
Prepayment fee percentage | 3% | |||||||
Prepayment fee percentage, two years | 2% | |||||||
Prepayment fee percentage, thereafter | 1% | |||||||
Line of credit, covenant terms | The 2021 Term Loan Credit Facility included certain covenants, including but not limited to restrictions on incurring additional debt and certain restricted payments. The 2021 Term Loan Credit Facility was not subject to financial covenants unless $5.0 million or more in aggregate was outstanding under the 2023 ABL Credit Agreement (as defined below), at which time a minimum average liquidity balance of $20.0 million must be maintained. | |||||||
Line of credit outstanding amount | $ 5,000 | |||||||
Cash balance | $ 30,000 | |||||||
Repaid amount | $ 133,400 | $ 3,800 | $ 3,800 | 12,600 | ||||
Deferred issuance cost, writeoff | $ 1,400 | |||||||
2021 Term Loan Credit Facility | Atlas Sand Company, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from equity method investment, distribution | $ 15,000 | $ 45,000 | ||||||
2021 Term Loan Credit Facility | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Credit facility agreement, average liquidity | $ 20,000 | |||||||
2023 Term Loan Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Loans outstanding at a fixed interest rate | 9.50% | |||||||
Prepayment Principal Amount Percentage | 100% | |||||||
Prepayment fee percentage | 8% | |||||||
Prepayment fee percentage, two years | 4% | |||||||
2023 Term Loan Credit Facility | Senior Secured Term Loan Fee | ||||||||
Debt Instrument [Line Items] | ||||||||
Repaid amount | $ 2,700 | |||||||
2023 Term Loan Credit Facility | Delayed Draw Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Loans outstanding at a fixed interest rate | 5.95% | |||||||
Repaid amount | $ 2,700 | |||||||
2023 Term Loan Credit Facility | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Annualized leverage ratio | 1 | |||||||
2023 Term Loan Credit Facility | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Annualized leverage ratio | 4 |
Debt - 2018 Asset-Based Loan Cr
Debt - 2018 Asset-Based Loan Credit Facility - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | 54 Months Ended | |||||
Mar. 23, 2021 | Dec. 14, 2018 | Jun. 30, 2019 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2023 | Apr. 01, 2019 | |
Atlas Sand Company, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Commitment fee percentage | 0.375% | |||||||
Maximum | Atlas Sand Company, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Commitment fee percentage | 0.50% | |||||||
Minimum | Atlas Sand Company, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Commitment fee percentage | 0.375% | |||||||
2018 ABL Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum Borrowing capacity | $ 10 | $ 10 | ||||||
Credit facility, maturity date | Dec. 14, 2023 | |||||||
Remaining borrowing capacity | $ 48.9 | |||||||
Outstanding borrowings | 0 | |||||||
Current Borrowing Capacity | $ 35 | |||||||
Line of credit facility market value of eligible inventory percentage | 75% | |||||||
Line of credit facility cost of eligible inventory percentage | 70% | |||||||
Line of credit facility orderly liquidation value of eligible inventory percentage | 85% | |||||||
Interest expense, unutilized commitment fees and other fees | 0.2 | $ 0.2 | ||||||
Minimum availability covenant | $ 5 | |||||||
Fixed charge coverage ratio, Minimum | 1 | |||||||
Fixed charge coverage ratio, maximum | 1 | |||||||
Interest expense, debt | $ 0.2 | |||||||
2018 ABL Credit Facility | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum Borrowing capacity | 7.5 | |||||||
Line of credit facility eligible accounts receivable percentage | 90% | 90% | ||||||
2018 ABL Credit Facility | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit facility eligible accounts receivable percentage | 85% | 85% | ||||||
2018 ABL Credit Facility | Letter of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum Borrowing capacity | $ 50 | |||||||
Letters of credit outstanding amount | $ 1.1 | |||||||
2018 ABL Credit Facility | LIBOR | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate basis percentage | 2% | |||||||
Interest rate margin percentage | 2% | |||||||
2018 ABL Credit Facility | LIBOR | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate basis percentage | 1.50% | |||||||
Interest rate margin percentage | 0.50% | |||||||
Fourth Amendment to the 2018 ABL Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit facility eligible accounts receivable percentage | 90% | |||||||
Line of credit facility cost of eligible inventory percentage | 70% | |||||||
Line of credit facility orderly liquidation value of eligible inventory percentage | 85% | |||||||
Line of credit facility pledged cash percentage | 100% | |||||||
Cash collateral for unrestricted cash deposit | $ 25 |
Debt - 2018 Term Loan Credit Fa
Debt - 2018 Term Loan Credit Facility - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||||||||
Oct. 25, 2021 | Apr. 03, 2019 | Jan. 30, 2018 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Jul. 07, 2020 | Apr. 24, 2020 | Apr. 13, 2020 | Jun. 28, 2019 | Jun. 20, 2019 | |
Debt Instrument [Line Items] | ||||||||||||
Line of credit facility description | Atlas LLC had the option to voluntarily prepay the outstanding 2018 Term Loan Credit Facility along with all interest then accrued and unpaid, in whole or in part, and the applicable premium payment based upon either (a) the present value using a discount rate based upon a U.S. Treasury rate plus 50 basis points of the amount of interest that would have been payable on the principal balance prepaid if prior to January 30, 2020, (b) 7% of the principal balance prepaid thereafter and prior to January 30, 2021, (c) 3% of the principal balance prepaid, anytime thereafter, or (d) 1% of the principal balance if prepaid upon the occurrence of an initial public offering. | |||||||||||
Repaid amount | $ 2,649 | $ 0 | $ 0 | |||||||||
First Amendment to the 2018 Term Loan Credit Facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum Borrowing capacity | $ 25,000 | $ 2,300 | $ 12,200 | $ 5,000 | $ 5,000 | |||||||
Additional borrowings | $ 25,000 | |||||||||||
Number of warrants or rights outstanding | 0 | 0 | ||||||||||
Current Borrowing Capacity | $ 25,000 | $ 25,000 | $ 25,000 | |||||||||
First Amendment to the 2018 Term Loan Credit Facility | Warrant [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Additional warrants | 4,192,460 | |||||||||||
Fourth Amendment to the 2018 Term Loan Credit Facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum Borrowing capacity | $ 10,000 | |||||||||||
Extinguishment of the 2018 Term Loan Credit Facility | Stonebriar Commercial Finance, LLC | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayment of debt | $ 171,000 | |||||||||||
Aggregate principal amount | 143,100 | |||||||||||
Paid in kind borrowings | 22,200 | |||||||||||
Unamortized debt discount and deferred financing costs | 11,900 | |||||||||||
Interest expense, debt | $ 4,500 | |||||||||||
Minimum | Extinguishment of the 2018 Term Loan Credit Facility | Stonebriar Commercial Finance, LLC | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repaid amount | 1,200 | |||||||||||
Maximum | Extinguishment of the 2018 Term Loan Credit Facility | Stonebriar Commercial Finance, LLC | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repaid amount | $ 4,500 | |||||||||||
2018 Term Loan Credit Facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum Borrowing capacity | $ 150,000 | |||||||||||
Debt Conversion, Converted Instrument, Warrants or Options issued | 41,299,845 | |||||||||||
Debt Conversion, Converted Instrument, Warrants or Options Excercised | 41,299,845 | 2,515,470 | ||||||||||
Debt instrument interest rate | 13% | |||||||||||
Debt instrument repayment interset rate | 50% | |||||||||||
Interst expense | $ 18,900 | |||||||||||
Maturity date of long term debt | Jan. 30, 2023 | |||||||||||
Line of credit facility percentage of aggregate outstanding principal | 1% | |||||||||||
Line of credit facility percentage of increase in quarterly principal payments | 5% | |||||||||||
2018 Term Loan Credit Facility | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument interest rate | 10% | |||||||||||
2018 Term Loan Credit Facility | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument interest rate | 13% |
Debt - Summary of Future Princi
Debt - Summary of Future Principal Payment Obligations (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
2024 | $ 0 | |
2025 | 19,745 | |
2026 | 21,704 | |
2027 | 23,859 | |
2028 | 26,227 | |
Thereafter | 88,465 | |
Total | $ 180,000 | $ 148,995 |
Commitments And Contingencies -
Commitments And Contingencies - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Apr. 30, 2022 | Apr. 20, 2022 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Payment purchase transportation and logistics equipment | $ 0 | $ 8.5 | $ 11.9 | ||
Expected use of IPO proceeds | $ 104.2 | ||||
Purchase obligation expected term of use of proceeds | 12 months | ||||
Purchase Commitment Dated March 23, 2022 | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Payment purchase transportation and logistics equipment | $ 26.2 | $ 5.2 | |||
2018 ABL Credit Facility | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Letters of credit outstanding amount | $ 1.1 | ||||
2023 ABL Credit Facility | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Letters of credit outstanding amount | $ 1.1 | ||||
Maximum | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Percentage of cost of sales | 15% | ||||
Minimum | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Percentage of cost of sales | 10% | 10% | 10% | ||
Royalty Agreements | Minimum | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Minimum payment for royalty agreement | $ 1 |
Stockholders Equity - Additiona
Stockholders Equity - Additional Information (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||||
Oct. 30, 2023 $ / shares | Jul. 31, 2023 USD ($) $ / shares | Sep. 30, 2023 USD ($) | May 31, 2023 USD ($) $ / shares | Apr. 30, 2023 USD ($) | Jan. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) Vote $ / shares shares | Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) | Oct. 02, 2023 shares | Mar. 13, 2023 shares | |
Common stock, shares outstanding | 0 | ||||||||||
Preferred stock, shares authorized | 500,000,000 | ||||||||||
Preferred stock, shares issued | 0 | ||||||||||
Preferred stock, shares outstanding | 0 | ||||||||||
Dividend Payable | $ | $ 20,000 | $ 12,600 | $ 15,000 | ||||||||
Distribution payable | $ | $ 4,100 | ||||||||||
Investment company dividend distribution | $ | 7,200 | 2,300 | |||||||||
Pro rata distribution | $ | $ 5,400 | $ 1,800 | |||||||||
Repaid amount | $ | $ 2,649 | $ 0 | $ 0 | ||||||||
Cash distributions | $ | $ 15,000 | 45,024 | $ 10,000 | ||||||||
New Atlas Common Stock | |||||||||||
Common stock, shares authorized | 1,500,000,000 | ||||||||||
Common stock, shares issued | 100,025,584 | ||||||||||
Common stock, shares outstanding | 100,025,584 | ||||||||||
Voting rights per share | Vote | 1 | ||||||||||
Dividends declared (in dollars per share) | $ / shares | $ 0.2 | ||||||||||
Variable dividend declared | $ / shares | 0.05 | ||||||||||
Base dividends declared (in dollars per share) | $ / shares | $ 0.15 | ||||||||||
Dividend payable date | Nov. 16, 2023 | ||||||||||
New Atlas Preferred Stock | |||||||||||
Preferred stock, shares authorized | 500,000,000 | ||||||||||
Preferred stock, shares issued | 0 | ||||||||||
Preferred stock, shares outstanding | 0 | ||||||||||
Pubco Merger | New Atlas Common Stock | |||||||||||
Common stock, par value | $ / shares | $ 0.01 | ||||||||||
2021 Term Loan Credit Facility | |||||||||||
Repaid amount | $ | $ 133,400 | $ 3,800 | $ 3,800 | $ 12,600 | |||||||
Operating Units | |||||||||||
Dividends declared (in dollars per share) | $ / shares | $ 0.2 | $ 0.15 | |||||||||
Dividend declared | $ / shares | $ 0.15 | ||||||||||
Dividend payable date | Aug. 10, 2023 | May 15, 2023 | |||||||||
Common Class A [Member] | |||||||||||
Variable dividend declared | $ / shares | $ 0.05 | $ 0.15 | |||||||||
Base dividends declared (in dollars per share) | $ / shares | $ 0.15 | ||||||||||
Dividend payable date | Aug. 17, 2023 | ||||||||||
Common Class B [Member] | |||||||||||
Common stock, shares outstanding | 42,258,185 | 42,852,499 | |||||||||
Old Atlas Class A Shares | |||||||||||
Common stock, shares authorized | 0 | ||||||||||
Common stock, shares issued | 0 | ||||||||||
Common stock, shares outstanding | 0 | ||||||||||
Common stock, par value | $ / shares | $ 0.01 | ||||||||||
Voting rights per share | Vote | 1 | ||||||||||
Dividend payable date | May 22, 2023 | ||||||||||
Old Atlas Class B Shares | |||||||||||
Common stock, shares authorized | 0 | ||||||||||
Common stock, shares issued | 0 | ||||||||||
Common stock, shares outstanding | 0 | ||||||||||
Common stock, par value | $ / shares | $ 0.01 | ||||||||||
Voting rights per share | Vote | 1 |
Redeemable Noncontrolling Int_3
Redeemable Noncontrolling Interest - Additional Information (Details) | Dec. 31, 2023 |
Legacy Owners | |
Noncontrolling Interest [Line Items] | |
Economic interest | 42.20% |
Redeemable Noncontrolling Int_4
Redeemable Noncontrolling Interest - Summary of Adjustments to the Value of Redeemable Noncontrolling Interest (Details) - USD ($) $ in Thousands | 10 Months Ended | 12 Months Ended | ||||
Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Redeemable noncontrolling interest, Beginning balance | [1] | $ 771,345 | ||||
Net income attribution post-IPO | 66,503 | |||||
$0.35/unit distribution to Atlas Operating unitholders | (14,998) | $ (62,163) | $ 0 | $ 0 | ||
Redemption of operating units of Atlas Sand Operating, LLC for Class A Common Stock redeemable noncontrolling interest | 7,158 | (13,640) | ||||
Redemption of operating units of Atlas Operating for Old Atlas Class A Common Stock | (13,640) | 13,640 | ||||
Adjustment of redeemable noncontrolling interest to redemption amount | 185,412 | [2] | (185,412) | |||
Effects of Up-C Simplification | (987,464) | (987,464) | ||||
Redeemable noncontrolling interest, Ending balance | $ 0 | 0 | ||||
Post-IPO [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Net income attribution post-IPO | $ 66,503 | |||||
[1] Based on the Operating Units held by the Legacy Owners who also held 42,852,499 shares of Old Atlas Class B Common Stock and an Old Atlas Class A Common Stock price of $ 18.00 on the date on which we consummated the IPO. (2) Based on the Operating Units held by the Legacy Owners who also held 42,258,185 shares of Old Atlas Class B Common Stock and an Old Atlas Class A Common Stock 10-day volume-weighted average closing price of $ 23.36 on October 2, 2023. In accordance with the Atlas Sand Operating LLC agreement, the redemption is valued at the average of the volume-weighted closing price for each of the 10 consecutive full trading days ending on and including the last full trading day immediately prior, which was September 29th. |
Redeemable Noncontrolling Int_5
Redeemable Noncontrolling Interest - Summary of Adjustments to the Value of Redeemable Noncontrolling Interest (Parenthetical) (Details) | 10 Months Ended | 12 Months Ended | |||
Dec. 31, 2023 $ / shares | Dec. 31, 2023 TradingDays | Oct. 02, 2023 $ / shares shares | Mar. 13, 2023 $ / shares shares | Dec. 31, 2022 shares | |
Redeemable Noncontrolling Interest [Line Items] | |||||
Unit distribution to unit holders (in dollars per share) | $ / shares | $ 0.35 | ||||
Common stock, shares outstanding | shares | 0 | ||||
Number of consecutive trading days | TradingDays | 10 | ||||
Common Class B [Member] | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Common stock, shares outstanding | shares | 42,258,185 | 42,852,499 | |||
Common Class A [Member] | |||||
Redeemable Noncontrolling Interest [Line Items] | |||||
Shares Issued, Price Per Share | $ / shares | $ 23.36 | $ 18 |
Stock-Based Compensation and Un
Stock-Based Compensation and Unit - Based Compensation - Additional Information (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Mar. 08, 2023 | May 28, 2018 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock and unit-based compensation | $ 7,409,000 | $ 678,000 | $ 129,000 | ||
Restricted Stock Units [Member] | |||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Unamortized compensation expense | $ 30,500,000 | ||||
Weighted average remaining vesting period | 1 year 8 months 12 days | ||||
Granted (in shares) | 1,661,173 | ||||
Granted (per share) | $ 20.96 | ||||
Stock and unit-based compensation | $ 4,300,000 | ||||
Performance Share Units [Member] | |||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Unamortized compensation expense | $ 6,800,000 | ||||
Weighted average remaining vesting period | 2 years | ||||
Granted (in shares) | 490,167 | ||||
Granted (per share) | $ 20.19 | ||||
Stock and unit-based compensation | $ 2,800,000 | ||||
Performance Share Units [Member] | Minimum | |||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Percentage of number of units vested | 0% | ||||
Performance Share Units [Member] | Maximum | |||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Percentage of number of units vested | 200% | ||||
Long Term Incentive Plan [Member] | New Atlas common Stock [Member] | |||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Shares reserved for issuance | 8,135,020 | 10,270,000 | |||
ASMC Incentive Plan [Member] | |||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Stock and unit-based compensation | $ 100,000 | 200,000 | |||
Unrecognized unit based compensation expense | 0 | ||||
ASCO Incentive Plan [Member] | |||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Shares reserved for issuance | 149,425 | ||||
Stock and unit-based compensation | 200,000 | $ 400,000 | $ 100,000 | ||
Unrecognized unit based compensation expense | $ 0 | ||||
ASCO Incentive Plan [Member] | Scenario Previously Reported [Member] | |||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Shares reserved for issuance | 100,000 |
Stock-Based Compensations and U
Stock-Based Compensations and Unit - Based Compensation - Summary of Nonvested Stock Shares Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Restricted Stock Units [Member] | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Non-vested, Begining Balance | 0 | |
Granted (in shares) | 1,661,173 | |
Vested (in shares) | (25,000) | |
Forfeited (in shares) | 0 | |
Non-vested, Ending Balance | 1,636,173 | 0 |
Beginning balance (per share) | $ 0 | |
Granted (per share) | 20.96 | |
Vested (per share) | 15.99 | |
Forfeited (per share) | 0 | |
Ending balance (per share) | $ 21.04 | $ 0 |
Performance Share Units [Member] | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Non-vested, Begining Balance | 0 | |
Granted (in shares) | 490,167 | |
Vested (in shares) | (584) | |
Forfeited (in shares) | (16,360) | |
Non-vested, Ending Balance | 473,223 | 0 |
Beginning balance (per share) | $ 0 | |
Granted (per share) | 20.19 | |
Vested (per share) | 20.19 | |
Forfeited (per share) | 20.19 | |
Ending balance (per share) | $ 20.19 | $ 0 |
Class P Unit [Member] | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Non-vested, Begining Balance | 3,533 | 2,833 |
Granted (in shares) | 0 | 2,200 |
Vested (in shares) | (3,533) | (1,500) |
Forfeited (in shares) | 0 | 0 |
Non-vested, Ending Balance | 0 | 3,533 |
Beginning balance (per share) | $ 151.57 | $ 151.57 |
Granted (per share) | 0 | 151.57 |
Vested (per share) | 151.57 | 151.57 |
Forfeited (per share) | 0 | 0 |
Ending balance (per share) | $ 0 | $ 151.57 |
Earnings per Share - Additional
Earnings per Share - Additional Information (Details) | Dec. 31, 2022 shares |
Earnings Per Share [Abstract] | |
Common stock, shares outstanding | 0 |
Earnings per Share - Schedule o
Earnings per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Numerator: | |||
Net income | $ 226,493 | $ 217,006 | $ 4,258 |
Less: Pre-IPO net income attributable to Atlas Sand Company, LLC | 54,561 | ||
Less: Net income attributable to redeemable noncontrolling interest | 66,503 | ||
Net income attributable to Atlas Energy Solutions, Inc. | $ 105,429 | $ 217,006 | $ 4,258 |
Denominator: | |||
Basic weighted average shares outstanding | 70,450 | ||
Dilutive potential of restricted stock units | 85 | ||
Dilutive potential of performance share units | 500 | ||
Diluted weighted average shares outstanding | 71,035 | ||
Basic EPS attributable to holders of New Atlas Common Stock | $ 1.5 | ||
Diluted EPS attributable to holders of New Atlas Common Stock | $ 1.48 |
Income Taxes - Provision for In
Income Taxes - Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current income tax provision: | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 2,177 | 1,858 | 471 |
Total current income tax provision | 2,177 | 1,858 | 471 |
Deferred income tax provision: | |||
Federal | 28,627 | 0 | 0 |
State | 574 | (2) | 360 |
Total deferred income tax provision (benefit): | 29,201 | (2) | 360 |
Income tax expense | $ 31,378 | $ 1,856 | $ 831 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||||
Mar. 13, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Oct. 02, 2023 | |
Texas Franchise Tax Rate | 0.75% | ||||
Deferred tax liabilities | $ 62,700,000 | ||||
Effective Income Tax Rate Reconciliation State And Federal Percent | 12.20% | 0.80% | 16.30% | ||
U.S. federal statutory tax rate | 21% | 21% | 21% | ||
Income tax expense | $ 31,378,000 | $ 1,856,000 | $ 831,000 | ||
Operating loss carry forwards limitations on use description | These losses are limited in usage to 80% of taxable income and can be carried forward indefinitely. | ||||
Liabilities for uncertain tax positions or gross unrecognized tax benefits | $ 0 | $ 0 | |||
Federal [Member] | |||||
Net operating loss carryforwards | $ 20,000,000 | ||||
IPO [Member] | |||||
Deferred tax liabilities | $ 27,500,000 | ||||
Common Class A [Member] | |||||
Shares issued price per share | $ 18 | $ 23.36 | |||
Common Class A [Member] | IPO [Member] | |||||
Shares issued price per share | $ 18 | ||||
Number of units issued | 18,000,000 |
Income Taxes - Schedule of Expe
Income Taxes - Schedule of Expense Computed by Applying Statutory Federal Income Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Income tax expense at the federal statutory rate | $ 54,153 | $ 45,961 | $ 1,069 |
Less: Pre-IPO activity attributable to Atlas Sand Company, LLC | (11,526) | (45,961) | (1,069) |
Less: noncontrolling interest | (14,140) | 0 | 0 |
State income tax expense | 2,173 | 1,856 | 831 |
Other | 718 | 0 | 0 |
Income tax expense | $ 31,378 | $ 1,856 | $ 831 |
Effective tax rate | 12.20% | 0.80% | 16.30% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Deferred Tax Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets: | ||
Amortizable intangible assets | $ 3,397 | $ 0 |
Net operating loss carryforward | 4,255 | 0 |
Employee compensation | 1,573 | 0 |
Other | 1,417 | 0 |
Total deferred tax assets | 10,642 | 0 |
Deferred tax liabilities: | ||
Inventories | (2,700) | 0 |
Fixed assets | (85,756) | (165) |
Depletable assets | (42,791) | (1,741) |
Other | (924) | 0 |
Total deferred tax liabilities | (132,171) | (1,906) |
Deferred tax liability, net | $ (121,529) | $ (1,906) |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts payable | $ 60,882 | $ 31,645 | |
Legacy Owners [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Operating interest percentage | 42.20% | ||
Class A and Class B Member | Common Stock [Member] | Legacy Owners [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Operating interest percentage | 38.40% | ||
Brigham oil & gas, LLC | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Related party amount in sales | $ 0 | 900 | $ 200 |
Accounts Receivable, Related Parties | 0 | 900 | |
Brigham land management LLC | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Related Party Transaction, Expenses from Transactions with Related Party | 1,000 | 1,000 | 700 |
Accounts payable | 200 | 100 | |
Brigham earth, LLC | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Related Party Transaction, Expenses from Transactions with Related Party | $ 400 | 1,200 | $ 1,100 |
Accounts payable | 100 | ||
Related party accounts payable | de minimis | ||
Anthem ventures, LLC | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Related Party Transaction, Expenses from Transactions with Related Party | $ 300 | ||
Accounts payable | 100 | $ 0 | |
Related party accounts payable outstanding | de minimis | de minimis | |
In A Good Mood | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Related Party Transaction, Expenses from Transactions with Related Party | 200 | $ 200 | |
Accounts payable | $ 0 | $ 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | ||||
Feb. 29, 2024 | Feb. 26, 2024 | Feb. 08, 2024 | Oct. 30, 2023 | Mar. 29, 2024 | |
New Atlas Common Stock | |||||
Subsequent Event [Line Items] | |||||
Dividends declared | $ 0.2 | ||||
Base dividends declared | 0.15 | ||||
Variable dividend declared | $ 0.05 | ||||
Forecast | Seller's Note | |||||
Subsequent Event [Line Items] | |||||
Debt agreement, maturity period | beginning March 29, 2024 through maturity | ||||
Maximum Borrowing capacity | $ 125 | ||||
Forecast | Seller's Note | Paid in cash | |||||
Subsequent Event [Line Items] | |||||
Interest rate related to seller's note | 5% | ||||
Forecast | Seller's Note | Paid in kind | |||||
Subsequent Event [Line Items] | |||||
Interest rate related to seller's note | 7% | ||||
Subsequent Event | First Amendment to the 2023 ABL Credit Facility | |||||
Subsequent Event [Line Items] | |||||
Debt agreement, maturity period | February 22, 2028 to February 26, 2029 | ||||
Subsequent Event | First Amendment to the 2023 ABL Credit Facility | Maximum | |||||
Subsequent Event [Line Items] | |||||
Maximum Borrowing capacity | $ 125 | ||||
Subsequent Event | First Amendment to the 2023 ABL Credit Facility | Minimum | |||||
Subsequent Event [Line Items] | |||||
Maximum Borrowing capacity | 50 | ||||
Subsequent Event | First Amendment to 2023 Term Loan Credit Facility | Line Of Credit | Incremental term loan | |||||
Subsequent Event [Line Items] | |||||
Maximum Borrowing capacity | $ 150 | ||||
Interest rate | 10.50% | ||||
Subsequent Event | Hi-Crush Transaction | |||||
Subsequent Event [Line Items] | |||||
Percentage of voting power | 95% | ||||
Business combination, cash consideration | $ 150 | ||||
Business Acquisition, Number of Shares of equity interests issued | 9.7 | ||||
Closing ownership interest percentage | 8.80% | ||||
Subsequent Event | Hi-Crush Transaction | Seller's Note | |||||
Subsequent Event [Line Items] | |||||
Business Combination, seller's note consideration | $ 125 | ||||
Subsequent Event | New Atlas Common Stock | |||||
Subsequent Event [Line Items] | |||||
Dividends declared | $ 0.21 | ||||
Base dividends declared | 0.16 | ||||
Variable dividend declared | $ 0.05 | ||||
Subsequent Event | New Atlas Common Stock | Hi-Crush Transaction | |||||
Subsequent Event [Line Items] | |||||
Business acquisition, share price | $ 0.01 |