Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 01, 2016 | |
Document Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | RELY | |
Entity Registrant Name | REAL INDUSTRY, INC. | |
Entity Central Index Key | 38,984 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 29,361,312 |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 34.6 | $ 35.7 |
Trade accounts receivable, net | 97.1 | 77.2 |
Financing receivable | 45.2 | 32.7 |
Inventories | 95.5 | 101.2 |
Prepaid expenses, supplies, and other current assets | 25.9 | 24.7 |
Current assets of discontinued operations | 0 | 0.3 |
Total current assets | 298.3 | 271.8 |
Property, plant and equipment, net | 287.3 | 301.5 |
Intangible assets, net | 13.2 | 15.1 |
Goodwill | 104.6 | 104.3 |
Other noncurrent assets | 8.9 | 8.2 |
TOTAL ASSETS | 712.3 | 700.9 |
Current liabilities: | ||
Trade payables | 112.4 | 100.9 |
Accrued liabilities | 41.6 | 51.8 |
Long-term debt due within one year | 2.4 | 2.3 |
Current liabilities of discontinued operations | 0.1 | 0.1 |
Total current liabilities | 156.5 | 155.1 |
Accrued pension benefits | 39.3 | 38 |
Environmental liabilities | 11.7 | 11.7 |
Long-term debt, net | 339.8 | 312.1 |
Common stock warrant liability | 4.2 | 6.9 |
Deferred income taxes | 5.9 | 6.7 |
Other noncurrent liabilities | 6.9 | 5.4 |
Noncurrent liabilities of discontinued operations | 0.7 | 0.7 |
TOTAL LIABILITIES | 565 | 536.6 |
Redeemable Preferred Stock, Series B; $1,000 liquidation preference per share; 100,000 shares designated; 27,944 and 26,502 shares issued and outstanding as of September 30, 2016 and December 31, 2015, respectively | 24.1 | 21.9 |
Stockholders’ equity: | ||
Preferred stock, Series A Junior Participating; $0.001 par value; 665,000 shares authorized; none issued or outstanding | ||
Common stock; $0.001 par value; 66,500,000 shares authorized; 29,361,312 and 28,901,464 shares issued; and 29,361,312 and 28,891,766 shares outstanding as of September 30, 2016 and December 31, 2015, respectively | 0 | 0 |
Additional paid-in capital | 547 | 546 |
Accumulated deficit | (425.8) | (403.3) |
Treasury stock, at cost; zero and 9,698 shares as of September 30, 2016 and December 31, 2015, respectively | 0 | (0.1) |
Accumulated other comprehensive income (loss) | 0.7 | (1) |
Total stockholders’ equity—Real Industry, Inc. | 121.9 | 141.6 |
Noncontrolling interest | 1.3 | 0.8 |
TOTAL STOCKHOLDERS’ EQUITY | 123.2 | 142.4 |
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY | $ 712.3 | $ 700.9 |
UNAUDITED CONDENSED CONSOLIDAT3
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2016 | Dec. 31, 2015 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 66,500,000 | 66,500,000 |
Common stock, shares issued | 29,361,312 | 28,901,464 |
Common stock, shares outstanding | 29,361,312 | 28,891,766 |
Treasury Stock, shares | 0 | 9,698 |
Series B Preferred Stock | ||
Preferred stock, liquidation preference per share | $ 1,000 | $ 1,000 |
Preferred stock, shares designated | 100,000 | 100,000 |
Preferred stock, issued | 27,944 | 26,502 |
Preferred stock, outstanding | 27,944 | 26,502 |
Series A Junior Participating Preferred Stock | ||
Preferred stock, issued | 0 | 0 |
Preferred stock, shares authorized | 665,000 | 665,000 |
Preferred stock, outstanding | 0 | 0 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
UNAUDITED CONDENSED CONSOLIDAT4
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Statement [Abstract] | ||||
Revenues | $ 314.9 | $ 338.6 | $ 945.2 | $ 845.1 |
Cost of sales | 298.3 | 313.2 | 889.7 | 793.5 |
Gross profit | 16.6 | 25.4 | 55.5 | 51.6 |
Selling, general and administrative expenses | 18.1 | 16.5 | 48.1 | 39.8 |
Losses on derivative financial instruments, net | 0.8 | 1 | 0.5 | 3 |
Amortization of intangibles | 0.5 | 0.2 | 1.8 | 0.6 |
Other operating expense, net | 0.7 | 0.3 | 2.6 | 1.2 |
Operating profit (loss) | (3.5) | 7.4 | 2.5 | 7 |
Nonoperating expense (income): | ||||
Interest expense, net | 9.2 | 9.2 | 27.5 | 26.6 |
Change in fair value of common stock warrant liability | (1.9) | (3.4) | (2.6) | 2.2 |
Acquisition-related costs and expenses | 0 | 0 | 0 | 14.8 |
Foreign exchange gains on intercompany loans | 0 | 0 | (1) | 0 |
Other, net | 0.5 | (0.9) | 0.3 | (0.4) |
Total nonoperating expense, net | 7.8 | 4.9 | 24.2 | 43.2 |
Earnings (loss) from continuing operations before income taxes | (11.3) | 2.5 | (21.7) | (36.2) |
Income tax expense (benefit) | (0.5) | 0.5 | 0.4 | (6.7) |
Earnings (loss) from continuing operations | (10.8) | 2 | (22.1) | (29.5) |
Earnings (loss) from discontinued operations, net of income taxes | 0 | (0.7) | 0.1 | 26.5 |
Net earnings (loss) | (10.8) | 1.3 | (22) | (3) |
Earnings from continuing operations attributable to noncontrolling interest | 0.1 | 0.1 | 0.5 | 0.3 |
Net earnings (loss) attributable to Real Industry, Inc. | (10.9) | 1.2 | (22.5) | (3.3) |
EARNINGS (LOSS) PER SHARE | ||||
Net earnings (loss) attributable to Real Industry, Inc. | (10.9) | 1.2 | (22.5) | (3.3) |
Dividends on Redeemable Preferred Stock, in-kind | (0.5) | (0.5) | (1.4) | (1) |
Accretion of fair value adjustment to Redeemable Preferred Stock | (0.2) | (0.2) | (0.8) | (0.6) |
Net earnings (loss) available to common stockholders | $ (11.6) | $ 0.5 | $ (24.7) | $ (4.9) |
Basic earnings (loss) per share: | ||||
Continuing operations | $ (0.40) | $ 0.04 | $ (0.85) | $ (1.21) |
Discontinued operations | 0 | (0.02) | 0 | 1.02 |
Basic earnings (loss) per share | (0.40) | 0.02 | (0.85) | (0.19) |
Diluted earnings (loss) per share: | ||||
Continuing operations | (0.40) | 0.04 | (0.85) | (1.21) |
Discontinued operations | 0 | (0.02) | 0 | 1.02 |
Diluted earnings (loss) per share | $ (0.40) | $ 0.02 | $ (0.85) | $ (0.19) |
UNAUDITED CONDENSED CONSOLIDAT5
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net earnings (loss) | $ (10.8) | $ 1.3 | $ (22) | $ (3) |
Other comprehensive income (loss): | ||||
Currency translation adjustments | 0.5 | (1.7) | 1.8 | (2.6) |
Amortization of net actuarial gains, net of tax | 0 | (0.1) | 0 | |
Comprehensive loss | (10.3) | (0.4) | (20.3) | (5.6) |
Comprehensive income attributable to noncontrolling interest | 0.1 | 0.1 | 0.5 | 0.3 |
Comprehensive loss attributable to Real Industry, Inc. | $ (10.4) | $ (0.5) | $ (20.8) | $ (5.9) |
UNAUDITED CONDENSED CONSOLIDAT6
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Cash flows from operating activities: | ||||||
Net loss | $ (10.8) | $ 1.3 | $ (22) | $ (3) | $ (6.8) | |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||||
Earnings from discontinued operations, net of income taxes | (0.1) | (26.5) | ||||
Depreciation and amortization | 36.6 | 24.3 | ||||
Deferred income taxes | (0.8) | (8.6) | ||||
Change in fair value of common stock warrant liability | (1.9) | (3.4) | (2.6) | 2.2 | ||
Share-based compensation expense included in Corporate and Other | 3 | 1 | ||||
Amortization of debt issuance costs | 3.7 | 3.7 | ||||
Unrealized losses (gains) on derivative financial instruments | 0.6 | (0.5) | (0.9) | 0.8 | ||
Foreign exchange gains on intercompany loans | 0 | 0 | (1) | 0 | ||
Amortization of inventories and supplies purchase accounting adjustments | 0.9 | 8.5 | ||||
Other, net | 1.7 | 1 | ||||
Changes in operating assets and liabilities | (28.3) | 63 | ||||
Net cash provided by (used in) operating activities of discontinued operations | 0.3 | (4.7) | ||||
Net cash provided by (used in) operating activities | (9.5) | 61.7 | ||||
Cash flows from investing activities: | ||||||
Acquisition of business, net of cash | 0 | (524.7) | ||||
Proceeds from sale of NABCO | $ 3.9 | 3.9 | 74 | |||
Purchases of property and equipment | (18.5) | (18.6) | ||||
Other, net | (0.3) | (0.6) | ||||
Net cash used in investing activities | (14.9) | (469.9) | ||||
Cash flows from financing activities: | ||||||
Payment of NABCO outstanding debt | 0 | (14.3) | ||||
Proceeds from Asset-Based Facility, net of issuance costs | 80.5 | 117.4 | ||||
Repayments on capital leases and the Asset-Based Facility | (58.7) | (64.2) | ||||
Proceeds from issuance of Senior Secured Notes, net of debt issuance costs | 0 | 287.1 | ||||
Proceeds from exercise of common stock options and Warrants | 0 | 1.1 | ||||
Proceeds from issuance of common stock, net of issuance costs | 0.1 | 63.3 | ||||
Other, net | 1.2 | 0.2 | ||||
Net cash used in financing activities of discontinued operations | 0 | (0.4) | ||||
Net cash provided by financing activities | 23.1 | 390.2 | ||||
Effect of exchange rate changes on cash and cash equivalents | 0.1 | 0 | ||||
Decrease in cash and cash equivalents | (1.2) | (18) | ||||
Cash and cash equivalents, beginning of period | $ 35.8 | 35.8 | 63 | 63 | ||
Cash and cash equivalents, end of period | 34.6 | 45 | 34.6 | 45 | 35.8 | |
Cash and cash equivalents, end of period—continuing operations | 34.6 | 44.9 | 34.6 | 44.9 | $ 35.7 | |
Cash and cash equivalents, end of period—discontinued operations | $ 0 | $ 0.1 | $ 0 | $ 0.1 |
Business and Operations
Business and Operations | 9 Months Ended |
Sep. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Business and Operations | NOTE 1—BUSINESS AND OPERATIONS Real Industry, Inc. (“Real Industry,” the “Company,” “we,” “us” or “our”), formerly known as Signature Group Holding, Inc., is a Delaware holding company that operates through its operating subsidiaries. Management expects to grow the Company through acquisitions, as well as through organic efforts within our existing operations described below. Our current business strategy seeks to leverage our public company status, considerable United States (“U.S.”) net operating tax loss carryforwards (“NOLs”) and the experience of our executive management team to acquire operating businesses at prices and on terms that are aligned with our growth strategy. During the first quarter of 2015, the Company underwent a considerable transformation. On January 9, 2015, we completed the sale of North American Breaker Co., LLC (“NABCO”), previously our primary operating business. On February 27, 2015, we acquired the Global Recycling and Specification Alloys business (the “Real Alloy Business”) of Aleris Corporation (“Aleris”) (the “Real Alloy Acquisition”). The Real Alloy Business, operating under Real Alloy Intermediate Holding, LLC (“Real Alloy Parent”) through its wholly owned subsidiary Real Alloy Holding, Inc. (“Real Alloy”), is a global leader in third-party aluminum recycling. Real Alloy offers a broad range of products and services to wrought alloy processors, automotive original equipment manufacturers, and foundries and casters. Real Alloy’s customers include companies that participate in or sell to the automotive, Other significant milestones achieved in 2015 included: on April 21, 2015, our common stock began trading on the Nasdaq Stock Market (“NASDAQ”) under the symbol “RELY” as part of the NASDAQ Global Select Market; on May 28, 2015, our stockholders approved an amendment to our charter to change the name of the corporation to Real Industry, Inc.; and in June 2015, Real Industry became a member of the Russell Global ® ® ® As a result of the transformative nature of the acquisition and divestiture activities described above, our operations for the nine months ended September 30, 2015, which included the results of operations of Real Alloy for approximately seven months, are not comparable to the results of operations for the nine months ended September 30, 2016, in which Real Alloy is reporting results for the full nine months in this Quarterly Report on Form 10-Q (the “Report”). See Note 11— Segment Information The assets, liabilities, and results of operations of NABCO, prior to its divestiture, are included in discontinued operations for all periods presented as a result of its sale in the first quarter of 2015, and the strategic shift in the Company’s operations. Discontinued operations also includes certain assets and liabilities related to the former businesses of our subsidiary SGGH, LLC (“SGGH”), then known as Fremont General Corporation (“Fremont”) and its primary operating subsidiary, Fremont Investment & Loan (“FIL”). See Note 12— Discontinued Operations |
Financial Statement Presentatio
Financial Statement Presentation and Recent Accounting Updates | 9 Months Ended |
Sep. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Financial Statement Presentation and Recent Accounting Updates | NOTE 2—FINANCIAL STATEMENT PRESENTATION AND RECENT ACCOUNTING UPDATES The accompanying unaudited condensed consolidated financial statements comprise the accounts of Real Industry and its wholly owned and majority-owned subsidiaries, and have been prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) for interim financial information, and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments, consisting of normal recurring adjustments considered necessary for a fair presentation, have been included. The Company evaluates subsequent events through the date of filing with the Securities and Exchange Commission (“SEC”). Operating results for the nine months ended September 30, 2016 may not necessarily be indicative of the results that may be expected for the full year ending December 31, 2016. These interim period unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements as of and for the year ended December 31, 2015, which are included in the Company’s Annual Report on Form 10-K, as filed with the SEC on March 14, 2016 (the “Annual Report”). During the quarter ended September 30, 2016, with authorization from the Board of Directors, management has initiated a process to sell Cosmedicine, LLC (“Cosmedicine”), or liquidate its assets over the next twelve months. As of September 30, 2016, Cosmedicine’s major classes of assets held for sale included $0.8 million of finished goods inventory and $0.2 million of prepaid expenses and other current assets. Additionally, Cosmedicine, a component of Corporate and Other, has $0.5 million of accrued liabilities, including the accrued $0.4 million loss on disposal, which is classified in other, net of nonoperating expenses. Additionally, $0.1 million of intangible assets were impaired as of September 30, 2016. The potential sale or liquidation of Cosmedicine does not represent a major strategic shift in operations and will not have a significant effect on the consolidated financial results of Real Industry. During the quarter ended March 31, 2016, the Company identified an error in the depreciation expense reported in the December 31, 2015 consolidated financial statements, which resulted in the overstatement of property, plant and equipment, net, by $3.8 million, and the overstatement of deferred income taxes (liability) by $1.1 million as of December 31, 2015; and the overstatement of net earnings by $2.7 million for the year ended December 31, 2015. The error occurred in the quarter ended December 31, 2015, and was corrected during the quarter ended March 31, 2016. As a result of the correction, cost of sales; gross profit; selling, general and administrative (“SG&A”) expenses; operating loss; loss from continuing operations; and net loss are each impacted by the correction, with $3.7 million of the adjustment classified in cost of sales and $0.1 million in SG&A expenses presented in the results of operations during the nine months ended September 30, 2016. Management has concluded that the error reflected in the December 31, 2015 consolidated financial statements was not material and that the error correction in 2016 is not expected to be material to the full year results of operations. Recent Accounting Standards Updated Issued – Not Adopted In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing In May 2016, the FASB issued ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU 2016-06, Derivatives and Hedging (Topic 815) In March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | NOTE 3—INVENTORIES The following table presents the components of inventories as of September 30, 2016 and December 31, 2015: September 30, December 31, (In millions) 2016 2015 Real Alloy: Finished goods $ 29.1 $ 32.2 Raw materials and work in process 65.6 68.1 Real Alloy inventories 94.7 100.3 Cosmedicine - finished goods 0.8 0.9 Total inventories $ 95.5 $ 101.2 |
Debt and Redeemable Preferred S
Debt and Redeemable Preferred Stock | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt, Other Financing Arrangements and Redeemable Preferred Stock | NOTE 4—DEBT AND REDEEMABLE PREFERRED STOCK The following table presents the Company’s long-term debt as of September 30, 2016 and December 31, 2015: September 30, December 31, (In millions) 2016 2015 Senior Secured Notes: Principal amount outstanding $ 305.0 $ 305.0 Unamortized original issue discount and issuance costs (11.2 ) (14.3 ) Senior Secured Notes, net 293.8 290.7 Asset-Based Facility: Principal amount outstanding 45.5 22.0 Unamortized debt issuance costs (1.7 ) (2.4 ) Asset-Based Facility, net 43.8 19.6 Capital leases 4.6 4.1 Current portion of long-term debt (2.4 ) (2.3 ) Total long-term debt, net $ 339.8 $ 312.1 Long-term debt Senior Secured Notes The Senior Secured Notes mature on January 15, 2019 and interest is payable on January 15 and July 15 of each year through the date of maturity. For each of the three months ended September 30, 2016 and 2015, interest expense associated with the Senior Secured Notes was $8.7 million, including $1.1 million of noncash expense related to the amortization of the original issue discount and debt issuance costs, respectively. For the nine months ended September 30, 2016 and 2015, interest expense was $25.9 million and $25.2 million, respectively, including $3.1 million and $3.2 million, respectively, of amortization of debt discount and issuance costs. As of September 30, 2016, the borrowers were in compliance with all applicable covenants under the Indenture of the Senior Secured Notes. Asset-Based Facility For each of the three months ended September 30, 2016 and 2015, interest expense associated with the Asset-Based Facility was $0.5 million, including $0.2 million related to the amortization of debt issuance costs. For the nine months ended September 30, 2016 and 2015, interest expense was $1.6 million and $1.1 million, respectively, including $0.7 million and $0.5 million, respectively, related to the amortization of debt issuance costs. As of September 30, 2016, the borrowers were in compliance with all applicable covenants under the Asset-Based Facility. Capital leases In the normal course of operations, Real Alloy enters into capital leases to finance office and other equipment for its operations. As of September 30, 2016, $2.4 million of the $4.6 million in capital lease obligations are due within the next twelve months. Redeemable Preferred Stock The Redeemable Preferred Stock was issued to Aleris on February 27, 2015 as a portion of the purchase price for the Real Alloy Acquisition and has a liquidation preference of $27.9 million as of September 30, 2016. The Redeemable Preferred Stock pays quarterly dividends at a rate of 7% for the first eighteen months after the date of issuance, 8% for the following twelve months, and 9% thereafter. As of September 30, 2016, dividends are accrued and paid at 8% of the liquidation preference. Dividends are paid in-kind for the first two years, and thereafter will be paid in cash. All accrued and accumulated dividends on the Redeemable Preferred Stock will be prior and in preference to any dividend on any of the Company’s common stock or other junior securities. The Company may generally redeem the shares of Redeemable Preferred Stock at any time at the liquidation preference, and the holders may require the Company to redeem their shares of Redeemable Preferred Stock at the liquidation preference upon a change of control as defined in the Indenture of the Senior Secured Notes (or any debt facility that replaces or redeems the Senior Secured Notes) to the extent that the change of control does not provide for such redemption at the liquidation preference. A holder of Redeemable Preferred Stock may require the Company to redeem all, but not less than all, of such holder’s Redeemable Preferred Stock sixty-six months after the issuance date. In addition, the Company will redeem shares of Redeemable Preferred Stock to the extent Aleris is required to indemnify the Company under the Real Alloy Purchase Agreement for the Real Alloy Acquisition. The Redeemable Preferred Stock is not transferrable (other than to another subsidiary of Aleris) for eighteen months following issuance (or such longer period in connection with any ongoing indemnity claims under the Real Alloy Purchase Agreement). The carrying value of Redeemable Preferred Stock is based on the estimated fair value of the instrument as of the issuance date plus dividends paid in-kind and accretion of the fair value adjustment to the Redeemable Preferred Stock. The difference between the liquidation preference and the estimated fair value as of the issuance date is accreted over the period preceding the holder’s right to redeem the instrument, or sixty-six months. The following table presents the activity related to the carrying value of Redeemable Preferred Stock during the nine months ended September 30, 2016: (In millions) Balance, December 31, 2015 $ 21.9 Dividends on Redeemable Preferred Stock, in-kind 1.4 Accretion of fair value adjustment to Redeemable Preferred Stock 0.8 Balance, September 30, 2016 $ 24.1 |
Stockholders Equity and Noncont
Stockholders Equity and Noncontrolling Interest | 9 Months Ended |
Sep. 30, 2016 | |
Stockholders Equity Note [Abstract] | |
Stockholders Equity and Noncontrolling Interest | NOTE 5—STOCKHOLDERS ’ The following table summarizes the activity within stockholders’ equity attributable to Real Industry and noncontrolling interest during the year ended December 31, 2015 and the nine months ended September 30, 2016: (In millions) Equity Attributable to Real Industry, Inc. Noncontrolling Interest Total Equity Balance, December 31, 2014 $ 85.7 $ (0.1 ) $ 85.6 Net earnings (loss) (6.9 ) 0.1 (6.8 ) Common stock issued, net 63.3 — 63.3 Common stock acquired (0.1 ) — (0.1 ) Common stock options exercised 1.2 — 1.2 Warrants exercised 0.2 — 0.2 Noncontrolling interest acquired in business combination — 0.8 0.8 Share-based compensation expense 1.5 — 1.5 Dividends and accretion of fair value adjustment to Redeemable Preferred Stock (2.3 ) — (2.3 ) Change in accumulated other comprehensive loss (1.0 ) — (1.0 ) Balance, December 31, 2015 141.6 0.8 142.4 Net earnings (loss) (22.5 ) 0.5 (22.0 ) Dividends and accretion of fair value adjustment to Redeemable Preferred Stock (2.2 ) — (2.2 ) Share-based compensation expense 3.0 — 3.0 Common stock options exercised 0.1 — 0.1 Warrants exercised 0.2 — 0.2 Change in accumulated other comprehensive income (loss) 1.7 — 1.7 Balance, September 30, 2016 $ 121.9 $ 1.3 $ 123.2 The following table reflects changes in the shares of common stock outstanding during the year ended December 31, 2015 and the nine months ended September 30, 2016: Shares of Common Stock Outstanding Balance, December 31, 2014 17,099,882 Common stock issued 11,304,673 Common stock acquired (9,698 ) Restricted common stock awards granted, net of forfeitures 240,990 Common stock options exercised, net of treasury shares reissued 229,892 Warrants exercised, net of repurchases 26,027 Balance, December 31, 2015 28,891,766 Restricted common stock awards granted, net of forfeitures 434,494 Common stock options exercised, net of treasury shares reissued 27,500 Warrants exercised, net of repurchases 7,552 Balance, September 30, 2016 29,361,312 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 30, 2016 | |
Comprehensive Income Net Of Tax [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | NOTE 6—ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The following table summarizes the activity within accumulated other comprehensive income (loss) during the nine months ended September 30, 2016: (In millions) Currency Translation Adjustments Pension Benefit Adjustments Accumulated Other Comprehensive Income (Loss) Balance, December 31, 2015 $ (6.0 ) $ 5.0 $ (1.0 ) Current period currency translation adjustments 1.7 0.1 1.8 Amortization of net actuarial gains, net of tax — (0.1 ) (0.1 ) Balance, September 30, 2016 $ (4.3 ) $ 5.0 $ 0.7 Included in current period currency translation adjustments for the nine months ended September 30, 2016 are $1.7 million of currency translation adjustment losses associated with intercompany loans considered long-term in nature, offset by $3.4 million of gains related to the translation adjustments of accounts denominated in foreign currencies. See Note 8— Employee Benefit Plans |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 7—INCOME TAXES At the end of each reporting period, Real Industry As of December 31, 2015, the Company has estimated U.S. federal NOLs of $871.8 million and non-U.S. NOLs of $27.6 million. The U.S. federal NOLs have a 20-year life and begin to expire after the 2027 tax year. Additionally, the Company has state NOLs in amounts that are comparable to the U.S. federal NOLs. Real Industry has valuation allowances recorded to reduce certain deferred tax assets to amounts that are more likely than not to be realized. intends to maintain those valuation allowances until sufficient positive evidence exists to support their realization through achieving profitability. The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction, various state and local jurisdictions, as well as foreign jurisdictions located in Canada, Mexico, Germany, Norway, and the United Kingdom. With few exceptions, the 2011 through 2015 tax years remain open to examination. In October 2016, the Company was notified by the IRS of its intention to audit Real Industry’s 2014 federal income tax return. |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2016 | |
Defined Benefit Plan Net Periodic Benefit Cost [Abstract] | |
Employee Benefit Plans | NOTE 8—EMPLOYEE BENEFIT PLANS The following table presents the components of net periodic benefit expense under the German defined benefit pension plans for the three and nine months ended September 30, 2016 and 2015: Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2016 2015 2016 2015 Service cost $ 0.3 $ 0.2 $ 0.7 $ 0.6 Interest cost 0.3 0.2 0.8 0.5 Amortization of net actuarial gains (0.1 ) — (0.2 ) — Expected return on plan assets — — (0.1 ) — Net periodic benefit expense $ 0.5 $ 0.4 $ 1.2 $ 1.1 |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | NOTE 9—EARNINGS (LOSS) PER SHARE The Company computes earnings (loss) per share using the two-class method, as unvested restricted common stock, unvested performance shares, and unvested restricted stock units contain non-forfeitable rights to dividends and meet the criteria of participating securities. Under the two-class method, earnings are allocated between common stock and participating securities. The presentation of basic and diluted earnings per share is required only for each class of common stock and not for participating securities. As such, the Company presents basic and diluted earnings per share for its one class of common stock. The two-class method includes an earnings allocation formula that determines earnings per share for each class of common stock according to dividends declared and undistributed earnings for the period. The Company’s reported net earnings are reduced by the amount allocated to participating securities to arrive at the earnings allocated to common stockholders for purposes of calculating earnings per share. Basic earnings (loss) per share is computed by dividing net earnings (loss) attributable to Real Industry, Inc., less dividends and accretion on the fair value adjustment to Redeemable Preferred Stock, by the weighted average number of common shares outstanding for the reporting period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. For the calculation of diluted earnings per share, the basic weighted average number of common shares outstanding is increased by the dilutive effect of unvested restricted common stock, common stock options, unvested performance shares, unvested restricted stock units, and the Warrants (as defined below in Note 10— Derivatives and Other Financial Instruments and Fair Value Measurements The following table sets forth the computation of basic and diluted earnings (loss) per share for the three and nine months ended September 30, 2016 and 2015: (In millions, except share Three Months Ended September 30, Nine Months Ended September 30, and per share amounts) 2016 2015 2016 2015 Earnings (loss) from continuing operations $ (10.8 ) $ 2.0 $ (22.1 ) $ (29.5 ) Earnings (loss) from discontinued operations, net of income taxes — (0.7 ) 0.1 26.5 Net earnings (loss) (10.8 ) 1.3 (22.0 ) (3.0 ) Earnings from continuing operations attributable to noncontrolling interest 0.1 0.1 0.5 0.3 Net earnings (loss) attributable to Real Industry, Inc. (10.9 ) 1.2 (22.5 ) (3.3 ) Dividends on Redeemable Preferred Stock, in-kind (0.5 ) (0.5 ) (1.4 ) (1.0 ) Accretion of fair value adjustment to Redeemable Preferred Stock (0.2 ) (0.2 ) (0.8 ) (0.6 ) Numerator for basic and diluted earnings (loss) per share—Net earnings (loss) available to common stockholders $ (11.6 ) $ 0.5 $ (24.7 ) $ (4.9 ) Denominator for basic earnings (loss) per share—Weighted average shares outstanding 29,268,515 28,556,383 29,196,598 25,993,660 Effect of dilutive securities — 1,257,090 — — Denominator for diluted earnings (loss) per share—Weighted average shares outstanding 29,268,515 29,813,473 29,196,598 25,993,660 Basic earnings (loss) per share: Continuing operations $ (0.40 ) $ 0.04 $ (0.85 ) $ (1.21 ) Discontinued operations — (0.02 ) — 1.02 Basic earnings (loss) per share $ (0.40 ) $ 0.02 $ (0.85 ) $ (0.19 ) Diluted earnings (loss) per share: Continuing operations $ (0.40 ) $ 0.04 $ (0.85 ) $ (1.21 ) Discontinued operations — (0.02 ) — 1.02 Diluted earnings (loss) per share $ (0.40 ) $ 0.02 $ (0.85 ) $ (0.19 ) Unvested restricted common stock, common stock options, unvested performance shares, unvested restricted stock units, and the Warrants are antidilutive and excluded from the computation of diluted earnings per share if the assumed proceeds upon exercise or vesting are greater than the cost to reacquire the same number of shares at the average market price during the period. For the three and nine months ended September 30, 2016, and the nine months ended September 30, 2015, the impact of all outstanding unvested shares of restricted common stock, common stock options, unvested performance shares, unvested restricted stock units, and the Warrants are excluded from diluted loss per share as their impact would be antidilutive. For the three months ended September 30, 2015, there were no antidilutive securities. The following tables provide details on the average market price of Real Industry common stock; the outstanding shares of unvested restricted common stock, common stock options, unvested performance shares, unvested restricted stock units, and Warrants that were potentially dilutive; and summary information about the potentially dilutive common stock equivalents for each of the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Average market price of Real Industry common stock $ 7.27 $ 10.63 $ 7.43 $ 9.18 Potentially dilutive common stock equivalents: Unvested restricted common stock 571,676 — 571,676 264,630 Outstanding common stock options 748,150 — 748,150 775,650 Unvested performance shares 354,058 — 354,058 260,000 Warrants 1,448,333 — 1,448,333 1,468,333 Total potentially dilutive common stock equivalents 3,122,217 — 3,122,217 2,768,613 Three Months Ended September 30, Nine Months Ended September 30, (In millions, except exercise prices) 2016 2015 2016 2015 Average unamortized share-based compensation expense: Restricted common stock awards $ 2.5 $ 1.4 $ 2.6 $ 1.3 Performance share awards $ 1.3 $ 1.8 $ 1.8 $ 0.8 Range of exercise prices on common stock options $3.00 - $10.00 $3.00 - $10.00 $3.00 - $10.00 $3.00 - $10.00 Weighted average exercise price of the Warrants $ 5.64 $ 5.64 $ 5.64 $ 5.75 |
Derivative and Other Financial
Derivative and Other Financial Instruments and Fair Value Measurements | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative and Other Financial Instruments and Fair Value Measurements | NOTE 10—DERIVATIVE AND OTHER FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS Derivatives Real Alloy may use forward contracts and options, as well as contractual price escalators, to reduce the risks associated with its metal, natural gas, and certain currency exposures. Generally, Real Alloy enters into master netting arrangements with its counterparties and offsets net derivative positions with the same counterparties against amounts recognized for the right to reclaim cash collateral or the obligation to return cash collateral under those arrangements in our unaudited condensed consolidated balance sheets. For classification purposes, Real Alloy records the net fair value of each type of derivative position expected to settle in less than one year (by counterparty) as a net current asset or liability and each type of long-term position as a net noncurrent asset or liability. Metal hedging Primarily in our RAEU segment, London Metal Exchange (“LME”) future swaps or forward contracts are sold as metal is purchased to fill fixed-priced customer sales orders. As sales orders are priced, LME future swaps or forward contracts can be purchased, which generally settle within six months. Real Alloy may also buy put option contracts for managing metal price exposures. Option contracts require the payment of a premium, which is recorded as a realized loss upon settlement or expiration of the option contract. Upon settlement of the put option contracts, Real Alloy receives cash and recognizes a related gain if the LME closing price is less than the strike price of the put option. If the put option strike price is less than the LME closing price, no amount is paid and the option expires. As of September 30, 2016, Real Alloy had 25.6 thousand metric tons of metal buy and sell derivative contracts. Natural gas hedging To manage the price exposure for natural gas purchases, Real Alloy may fix the future price of a portion of its natural gas requirements by entering into financial hedge agreements. Under these agreements, payments are made or received based on the differential between the monthly closing price on the New York Mercantile Exchange (“NYMEX”) and the contractual hedge price. Natural gas cost can also be managed through the use of cost escalators included in some long-term supply contracts with customers, which limits exposure to natural gas price risk. As of September 30, 2016, Real Alloy had 1.6 trillion British thermal unit forward buy contracts. Currency exchange hedging From time to time, Real Alloy may enter into currency forwards, futures, call options and similar derivative financial instruments to limit its exposure to fluctuations in currency exchange rates. As of September 30, 2016, no currency derivative contracts were outstanding. Credit risk Real Alloy is exposed to losses in the event of nonperformance by the counterparties to the derivative financial instruments discussed above; however, management does not anticipate any nonperformance by the counterparties. The counterparties are evaluated for creditworthiness and risk assessment prior to initiating trading activities with the brokers, and periodically thereafter while actively trading. As of September 30, 2016, no cash collateral was posted or held. The table below presents gross amounts of recognized derivative assets and liabilities, the amounts offset in the unaudited unaudited Fair Value of Derivatives Fair Value of Derivatives as of September 30, 2016 as of December 31, 2015 (In millions) Asset Liability Asset Liability Metal $ 0.1 $ — $ 0.2 $ (0.3 ) Natural gas 0.1 (0.1 ) — (0.6 ) Total 0.2 (0.1 ) 0.2 (0.9 ) Effect of counterparty netting arrangements — — (0.2 ) 0.2 Net derivatives assets (liabilities) as classified in the condensed consolidated balance sheets $ 0.2 $ (0.1 ) $ — $ (0.7 ) The following table presents details of the fair value of Real Alloy’s derivative financial instruments as of September 30, 2016 and December 31, 2015, as recorded in the unaudited September 30, December 31, (In millions) Balance Sheet Classification 2016 2015 Derivative assets: Metal Prepaid expenses, supplies, and other current assets $ 0.1 $ — Natural Gas Prepaid expenses, supplies, and other current assets 0.1 — Total derivative assets $ 0.2 $ — Derivative liabilities: Metal Accrued liabilities $ — $ (0.1 ) Natural Gas Accrued liabilities (0.1 ) (0.6 ) Total derivative liabilities $ (0.1 ) $ (0.7 ) Common stock warrant liability On June 11, 2010, warrants to purchase 1.5 million shares of Real Industry’s common stock were issued (the “Warrants”). The Warrants had an aggregate purchase price of $0.3 million, an original exercise price of $10.30 per share, expire in June 2020, and are 100% vested. The Warrants were issued without registration in reliance on the exemption set forth in Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The Warrants include customary terms that provide for certain adjustments of the exercise price and the number of shares of common stock to be issued upon the exercise of the Warrants in the event of stock splits, stock dividends, pro rata distributions, and certain other fundamental transactions. Additionally, the Warrants are subject to pricing protection provisions, which provide that certain issuances of new shares of common stock at prices below the current exercise price of the Warrants automatically reduce the exercise price of the Warrants to the lowest per share purchase price of common stock issued. In February 2015, the Company issued shares of common stock in the Rights Offering at $5.64 per share, thereby reducing the exercise price of the Warrants to $5.64 per share. During the nine months ended September 30, 2016, 20,000 Warrants were exercised on a cashless basis and, as of September 30, 2016, there were 1,448,333 Warrants outstanding. The common stock warrant liability is a derivative liability related to the anti-dilution and pricing protection provisions of the Warrants. The fair value of the common stock warrant liability is based on a Monte Carlo simulation that utilizes various assumptions, including estimated volatility of 47.4% and an expected term of 3.7 years as of September 30, 2016, and 49.9% volatility and an expected term of 4.4 years as of December 31, 2015, along with a 60% equity raise probability assumption, and a 15% equity raise price discount assumption in the periods following the measurement date. The most significant input in determining the fair value of the common stock warrant liability is the price of our common stock on the measurement date, which as of September 30, 2016 and December 31, 2015 was $6.12 and $8.03, respectively. Significant decreases in the expected term or the equity raise probability and related assumptions would result in a minor decrease in the estimated fair value of the common stock warrant liability, while significant increases in the expected term or the equity raise probability and related assumptions would result in a minor increase in the estimated fair value of the common stock warrant liability. A 10% increase or decrease in any or all of the unobservable inputs would not have a material impact on the estimated fair value of the common stock warrant liability. The following table presents changes in the fair value of the common stock warrant liability during the three and nine months ended September 30, 2016 and 2015: Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2016 2015 2016 2015 Balance, beginning of period $ 6.1 $ 11.1 $ 6.9 $ 5.6 Warrants exercised — (0.1 ) (0.1 ) (0.2 ) Change in fair value of common stock warrant liability (1.9 ) (3.4 ) (2.6 ) 2.2 Balance, end of period $ 4.2 $ 7.6 $ 4.2 $ 7.6 Fair values Derivative contracts are recorded at fair value using quoted market prices and significant other observable inputs. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy distinguishes between market participant assumptions developed based on market data obtained from independent sources (observable inputs) and an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: Level 1—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2—Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3—Inputs that are both significant to the fair value measurement and unobservable. We endeavor to utilize the best available information in measuring fair value. Where appropriate, valuations are adjusted for various factors such as liquidity, bid/offer spreads, and credit considerations. Such adjustments are generally based on available market evidence and unobservable inputs. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following tables set forth financial assets and liabilities that are accounted for at fair value on a recurring basis, and their level in the fair value hierarchy, as of September 30, 2016 and December 31, 2015: Estimated Fair Value Fair Value September 30, December 31, (In millions) Hierarchy 2016 2015 Derivative assets Level 2 $ 0.2 $ 0.2 Derivative liabilities Level 2 (0.1 ) (0.9 ) Net derivative assets (liabilities) $ 0.1 $ (0.7 ) Common stock warrant liability Level 3 $ (4.2 ) $ (6.9 ) Both realized and unrealized gains and losses on derivative financial instruments are included within losses on derivative financial instruments in the unaudited Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2016 2015 2016 2015 Realized losses: Metal $ 0.2 $ 1.5 $ 0.6 $ 2.2 Natural gas — — 0.8 — Total realized losses 0.2 1.5 1.4 2.2 Unrealized losses (gains): Metal 0.2 (0.8 ) (0.2 ) 0.5 Natural gas 0.4 0.3 (0.7 ) 0.3 Total unrealized losses (gains) 0.6 (0.5 ) (0.9 ) 0.8 Losses on derivative financial instruments $ 0.8 $ 1.0 $ 0.5 $ 3.0 Other Financial Instruments The following tables present the carrying values and estimated fair values of other financial instruments as of September 30, 2016 and December 31, 2015: September 30, 2016 (In millions) Fair Value Hierarchy Carrying Amount Estimated Fair Value Assets Cash and cash equivalents Level 1 $ 34.6 $ 34.6 Financing receivable Level 2 45.2 45.2 Loans receivable, net (other noncurrent assets) Level 3 0.9 0.9 Liabilities Long-term debt: Senior Secured Notes Level 1 $ 293.8 $ 308.1 Asset-Based Facility Level 2 43.8 45.5 Redeemable Preferred Stock Level 3 $ 24.1 $ 23.0 December 31, 2015 (In millions) Fair Value Hierarchy Carrying Amount Estimated Fair Value Assets Cash and cash equivalents Level 1 $ 35.7 $ 35.7 Financing receivable Level 2 32.7 32.7 Restricted cash held in escrow (other current assets) Level 1 3.9 3.9 Loans receivable, net (other noncurrent assets) Level 3 1.1 1.1 Liabilities Long-term debt: Senior Secured Notes Level 1 $ 290.7 $ 310.9 Asset-Based Facility Level 2 19.6 22.0 Redeemable Preferred Stock Level 3 $ 21.9 $ 18.7 The Company used the following methods and assumptions to estimate the fair value of each financial instrument as of September 30, 2016 and December 31, 2015: Cash and cash equivalents and restricted cash held in escrow Cash and cash equivalents and restricted cash held in escrow are recorded at historical cost. The carrying value is a reasonable estimate of fair value as these instruments have short-term maturities and market interest rates. Financing receivable Financing receivable represents the net amount due from the sale and transfer of trade accounts receivable under a €50 million factoring facility (the “Factoring Facility”). The Factoring Facility provides for the transfer and sale of eligible receivables to a counterparty, the settlement of which generally occurs within thirty days of transfer, which are accounted for as true sales, and are included in operating cash flows. During the three and nine months ended September 30, 2016, $96.7 million and $270.2 million, respectively, of trade receivables were transferred on a nonrecourse basis, and proceeds of $92.7 million and $262.7 million, respectively, were received. During the three and nine months ended September 30, 2015, $117.6 million and $336.9 million, respectively, of trade receivables were transferred and $120.8 million and $289.5 million, respectively, of proceeds were received. Administrative fees and expenses associated with the Factoring Facility were $0.2 million in each of the three months ended September 30, 2016 and 2015, and $0.6 million in each of the nine months ended September 30, 2016 and 2015. The transferred receivables are isolated from the accounts of Real Alloy, which maintains continuing involvement with the transferred receivables through limited servicing obligations, primarily related to recordkeeping. Real Alloy retains no rights to the transferred receivables, or associated collateral, and does not collect a servicing fee. Following transfer, Real Alloy has no further rights to any cash flows or other assets to any party related to the transfer. The carrying value is a reasonable estimate of fair value as the financing receivable is generally outstanding for no more than thirty days and the counterparty is a large creditworthy financial institution. Loans receivable, net Loans receivable, net, consists of a pool of commercial real estate loans. The estimated fair value considers the collateral coverage of assets securing the loans and estimated credit losses, as well as variable interest rates, which approximate market interest rates. Long-term debt – Senior Secured Notes The estimated fair value of the Senior Secured Notes is based on observable market prices. Long-term debt – Asset-Based Facility The estimated fair value of the Asset-Based Facility is based on its market characteristics, including interest rates and maturity dates generally consistent with market terms. Redeemable Preferred Stock The estimated fair value of Redeemable Preferred Stock is determined based on a discounted cash flow analysis using the Hull & White model, with a remaining term of forty-seven months, assuming either the holder will put or the issuer will call at the redemption date. The cash dividend yield and the Redeemable Preferred Stock, including the payment-in-kind Redeemable Preferred Stock, were discounted at the spot rate plus a 15.5% credit spread adjustment to a zero coupon yield curve as of September 30, 2016, based on similar market instruments. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | NOTE 11—SEGMENT INFORMATION Segment information is prepared on the same basis that our chief operating decision-maker (“CODM”), who is our chief executive officer, manages the segments, evaluates financial results, and makes key operating decisions, and for which discrete financial information is available. As of September 30, 2016, the Company had two reportable segments: Real Alloy North America (“RANA”) and Real Alloy Europe (“RAEU”). Measurement of segment profitability Our CODM and management use several measures of performance for our reportable segments, including earnings before interest, taxes, depreciation and amortization and excludes certain other items (“Segment Adjusted EBITDA”). We use Segment Adjusted EBITDA as our primary financial performance metric and believe this measure provides additional information commonly used by holders of our common stock, as well as the holders of the Senior Secured Notes and parties to the Asset-Based Facility with respect to the ongoing performance of our underlying business activities. In addition, Segment Adjusted EBITDA is a component of certain covenants under the Indenture governing the Senior Secured Notes. Our Segment Adjusted EBITDA calculations represent segment earnings (loss) before interest, taxes, depreciation and amortization, unrealized gains and losses on derivative financial instruments, charges and expenses related to acquisitions, and certain other gains and losses. Segment Adjusted EBITDA as we use it may not be comparable to similarly titled measures used by other companies. We calculate Segment Adjusted EBITDA by eliminating the impact of a number of items we do not consider indicative of our ongoing operating performance and certain other items. Readers are encouraged to evaluate each adjustment shown in the reconciliation and the reasons we consider it appropriate for supplemental analysis, however, Segment Adjusted EBITDA is not a financial measurement calculated and presented in accordance with GAAP. When analyzing our operating performance, we encourage investors to use Segment Adjusted EBITDA in addition to, and not as an alternative for, net earnings (loss) derived in accordance with GAAP. Segment Adjusted EBITDA has limitations as an analytical tool, and it should not be considered in isolation, or as a substitute for, or superior to, our measures of financial performance prepared in accordance with GAAP. These limitations include, but are not limited to the following: • Segment Adjusted EBITDA does not reflect our cash expenditures or future requirements for capital expenditures or contractual commitments; • Segment Adjusted EBITDA does not reflect changes in, or cash requirements for, working capital needs; • Segment Adjusted EBITDA does • Segment Adjusted EBITDA does not reflect certain tax payments that may represent a reduction in cash available to us; • Segment Adjusted EBITDA does not reflect the operating results of Corporate and Other; and • Although depreciation and amortization are noncash charges, the assets being depreciated and amortized may have to be replaced in the future, and Segment Adjusted EBITDA does not reflect cash requirements for such replacements. Other companies, including companies in our industry, may calculate Segment Adjusted EBITDA differently and the degree of their usefulness as a comparative measure correspondingly decreases as the number of differences in computations increases. In addition, in evaluating Segment Adjusted EBITDA it should be noted that in the future we may incur expenses similar to the adjustments in the below presentation. Our presentation of Segment Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by unusual or nonrecurring items. Segment assets and liabilities Certain of the Company’s assets and liabilities have not been allocated to our reportable segments, including Corporate and Other cash and cash equivalents, the common stock warrant liability, deferred income taxes, and long-term debt, none of which our CODM uses to evaluate the performance of our reportable segments. Additionally, certain of the Company’s corporate administrative expenses are not allocated to the reportable segments. Reportable segment information The following tables show segment revenues from external customers (there were no intersegment revenues) and Segment Adjusted EBITDA for the three and nine months ended September 30, 2016 and 2015, and reconciliations of Segment Adjusted EBITDA to net earnings (loss) for each period presented. Although the three month periods are comparable, the year-to-date periods are not comparable as the results for 2015 include the results of operations for the period from the Real Alloy acquisition date to September 30, 2015, or approximately seven months. Segment Adjusted EBITDA presents only the financial performance of our segments and does not include the results of operations of Corporate and Other. Three Months Ended September 30, 2016 (In millions) RANA RAEU Corporate and Other Total Revenues $ 200.5 $ 114.4 $ — $ 314.9 Segment Adjusted EBITDA $ 9.0 $ 7.9 $ 16.9 Three Months Ended September 30, 2015 (In millions) RANA RAEU Corporate and Other Total Revenues $ 205.2 $ 133.4 $ — $ 338.6 Segment Adjusted EBITDA $ 15.4 $ 7.4 $ 22.8 Nine Months Ended September 30, 2016 (In millions) RANA RAEU Corporate and Other Total Revenues $ 613.7 $ 331.5 $ — $ 945.2 Segment Adjusted EBITDA $ 36.5 $ 19.6 $ 56.1 Nine Months Ended September 30, 2015 (In millions) RANA RAEU Corporate and Other Total Revenues $ 521.7 $ 323.3 $ 0.1 $ 845.1 Segment Adjusted EBITDA $ 36.3 $ 16.9 $ 53.2 Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2016 2015 2016 2015 Segment Adjusted EBITDA $ 16.9 $ 22.8 $ 56.1 $ 53.2 Unrealized gains (losses) on derivative financial instruments (0.6 ) 0.5 0.9 (0.8 ) Segment depreciation and amortization (11.3 ) (10.3 ) (36.6 ) (24.2 ) Amortization of inventories and supplies purchase accounting adjustments — (1.3 ) (0.9 ) (8.5 ) Corporate and Other selling, general and administrative expenses (7.5 ) (3.2 ) (14.4 ) (10.5 ) Other, net (1.0 ) (1.1 ) (2.6 ) (2.2 ) Operating profit (loss) (3.5 ) 7.4 2.5 7.0 Interest expense, net (9.2 ) (9.2 ) (27.5 ) (26.6 ) Change in fair value of common stock warrant liability 1.9 3.4 2.6 (2.2 ) Acquisition-related costs and expenses — — — (14.8 ) Foreign exchange gains on intercompany loans — — 1.0 — Other nonoperating income, net (0.5 ) 0.9 (0.3 ) 0.4 Income tax benefit (expense) 0.5 (0.5 ) (0.4 ) 6.7 Earnings (loss) from discontinued operations, net of income taxes — (0.7 ) 0.1 26.5 Net earnings (loss) $ (10.8 ) $ 1.3 $ (22.0 ) $ (3.0 ) The following tables present summarized balance sheet information for each of our reportable segments and reconciliations to consolidated assets and liabilities as of September 30, 2016 and December 31, 2015: September 30, 2016 December 31, 2015 (In millions) RANA RAEU RANA RAEU Segment Assets Current assets: Cash and cash equivalents $ 15.8 $ 5.8 $ 8.1 $ 7.2 Trade accounts receivable, net 80.9 16.2 63.7 13.5 Financing receivable — 45.2 — 32.7 Inventories 65.0 29.7 61.7 38.5 Prepaid expenses, supplies, and other current assets 15.5 6.9 12.5 6.8 Total current assets 177.2 103.8 146.0 98.7 Property, plant and equipment, net 189.8 97.4 199.3 102.2 Intangible assets, net 13.2 — 15.0 — Goodwill 95.4 9.2 95.4 8.9 Other noncurrent assets 5.0 2.8 4.9 1.9 Total segment assets $ 480.6 $ 213.2 $ 460.6 $ 211.7 Segment Liabilities Current liabilities: Trade payables $ 70.8 $ 41.4 $ 58.1 $ 42.3 Accrued liabilities 22.2 14.1 34.3 14.6 Total current liabilities 93.0 55.5 92.4 56.9 Accrued pension benefits — 39.3 — 38.0 Environmental liabilities 11.7 — 11.7 — Other noncurrent liabilities 4.5 1.8 4.1 1.4 Total segment liabilities $ 109.2 $ 96.6 $ 108.2 $ 96.3 September 30, December 31, (In millions) 2016 2015 Assets: Real Alloy North America $ 480.6 $ 460.6 Real Alloy Europe 213.2 211.7 Cash and cash equivalents - Corporate and Other 13.0 20.4 Other unallocated assets 5.5 8.2 Total consolidated assets $ 712.3 $ 700.9 Liabilities: Real Alloy North America $ 109.2 $ 108.2 Real Alloy Europe 96.6 96.3 Long-term debt 342.2 314.4 Common stock warrant liability 4.2 6.9 Deferred income taxes 5.9 6.7 Other unallocated liabilities 6.9 4.1 Total consolidated liabilities $ 565.0 $ 536.6 |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 30, 2016 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operations | NOTE 12—DISCONTINUED OPERATIONS NABCO On January 9, 2015, we sold all of our interests in NABCO for $77.9 million, including a final working capital adjustment of $0.1 million, and $3.9 million of proceeds released from escrow in the first quarter of 2016. As a result of the sale and the strategic shift in the Company’s business, the gain on sale of NABCO, along with the assets, liabilities and results of operations of NABCO are included in discontinued operations for all periods presented. SGGH As of September 30, 2016, the largest liability within discontinued operations is a repurchase reserve that represents estimated losses from repurchase claims based on claimed breaches of certain representations and warranties provided by FIL to counterparties that purchased residential real estate loans, predominantly from 2002 through 2007. Management estimates the likely range of the loan repurchase liability based on a number of factors, including, but not limited to, the timing of such claims relative to the loan origination date, the quality of the documentation supporting such claims, the number and involvement of cross-defendants, if any, related to such claims, and a time and expense estimate if a claim were to result in litigation. The estimate is based on currently available information and was subject to known and unknown uncertainties using multiple assumptions requiring significant judgment. In June 2015, the New York State Court of Appeals affirmed the decision of the New York State Supreme Court, Appellate Division in ACE Securities Corp v. DB Structured Products, Inc. The Company did not settle or receive any repurchase claims during the nine months ended September 30, 2016 or the year ended December 31, 2015. The repurchase reserve liability was $0.7 million as of September 30, 2016 and December 31, 2015. During the three months ended September 30, 2016 and 2015, the repurchase reserve remained unchanged. During the nine months ended September 30, 2016 and 2015, the repurchase reserve was reduced by zero and $4.8 million, respectively. Earnings from discontinued operations for the nine months ended September 30, 2016 is primarily related to $0.2 million of restitution received from the U.S. government related to investigations of various sub-prime mortgage loan brokers that defrauded FIL. Earnings from discontinued operations, net of income taxes for the nine months ended September 30, 2015 is primarily related to the $39.7 million pretax gain on sale of NABCO and a $4.8 million reduction in the repurchase reserve. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 13—COMMITMENTS AND CONTINGENCIES On August 23, 2016, the Company accepted Mr. Craig T. Bouchard’s resignation as the Chairman of the Board of Directors and the Chief Executive Officer of Real Industry. In connection with his separation, Mr. Bouchard received $2.0 million of cash severance, $0.5 million of which was paid in September 2016, with the remaining $1.5 million to be paid beginning October 31, 2016 through August 31, 2018. Additionally, certain of Mr. Bouchard’s equity awards were forfeited, while others were modified with no further service requirement. As a result, in the three months ending September 30, 2016, the Company recognized $1.5 million of share-based compensation expense related to the awards that continue to vest. Environmental Matters Real Alloy’s operations are subject to environmental laws and regulations governing air emissions, wastewater discharges, the handling, disposal and remediation of hazardous substances and waste, and employee health and safety. These laws and regulations can impose joint and several liabilities for releases or threatened releases of hazardous substances upon statutorily defined parties, including us, regardless of fault or the lawfulness of the original activity or disposal. Given the changing nature of environmental legal requirements, we may be required, from time to time, to take environmental control measures at some of our facilities to meet future requirements. Real Alloy is under regulatory consent orders or directives to perform environmental remediation by agencies in two states, and is working with local authorities to resume the operations of its Norwegian salt slag operations. Based on currently available information, the Company believes that the ultimate outcome of the June 2016 suspension of its salt slag operations will not have a material adverse effect on its financial position, overall trends in results of operations, or cash flows. Real Alloy’s reserves for environmental remediation liabilities totaled $16.0 million as of each of September 30, 2016 and December 31, 2015. Of the total remediation liability, $4.3 million is classified in accrued liabilities in the unaudited In addition to environmental liabilities, Real Alloy has asset retirement obligations associated with legal requirements primarily related to the normal operation of its landfills and the retirement of the related assets, which represents the most probable costs of remedial actions. Real Alloy’s total asset retirement obligations were $5.2 million and $5.0 million as of September 30, 2016 and December 31, 2015, respectively, of which $0.7 million and $0.9 million were classified as accrued liabilities, respectively, and $4.5 million and $4.1 million as other noncurrent liabilities, respectively. Legal Proceedings Real Industry, Real Alloy and SGGH have been named as a defendant in or as a party to a number of legal actions or proceedings that arose in the ordinary course of business. In some of these actions and proceedings, claims for monetary damages are asserted. In view of the inherent difficulty of predicting the outcome of such legal actions and proceedings, management generally cannot predict what the eventual outcome of the pending matters will be, what the timing of the ultimate resolution of these matters will be, or what the eventual loss related to each pending matter may be, if any. In accordance with applicable accounting guidance, management establishes an accrued liability for litigation when those matters present loss contingencies that are both probable and reasonably estimable. In such cases, there may be an exposure to loss in excess of any amounts accrued. The estimated loss is based upon currently available information and is subject to significant judgment, a variety of assumptions, and known and unknown uncertainties. The matters underlying the estimated loss may change from time to time, and actual results may vary significantly from the current estimate. Therefore, an estimate of loss represents what management believes to be an estimate of loss only for certain matters meeting these criteria. It does not represent the Company’s maximum loss exposure. Based on management’s current understanding of these pending legal actions and proceedings, it does not believe that judgments or settlements arising from pending or threatened legal matters, individually or in the aggregate, would have a material adverse effect on the consolidated financial position, results of operations or cash flows of the Company. However, in light of the inherent uncertainties involved in these matters, some of which are beyond the Company’s control, and the very large or indeterminate damages that may be sought in some of these matters, an adverse outcome in one or more of these matters could be material to the Company’s results of operations or cash flows for any particular reporting period. See Note 23— Commitments and Contingencies information on certain legal proceedings and other matters involving the Company. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 14—SUBSEQUENT EVENTS Under the terms of a purchase agreement (the “Beck Purchase Agreement”), on November 1, 2016, Real Alloy purchased select assets of privately-held Beck Aluminum Alloys, Ltd. (“Beck Alloys”), and a 49% interest in Beck Aluminum International, LLC (“Beck Trading”) for $23.7 million in cash. Beck Alloys operates three secondary aluminum recycling/smelting plants in Mount Pleasant, WI, Houston, TX, and Lebanon, PA that primarily produce high-purity foundry alloys from aluminum scrap to supply the automotive, wheel, and recreational equipment casting industries. GSB Beck Holdings, Inc., has owned and operated Beck Trading for more than 65 years, providing primary and secondary metals brokerage services to the aluminum industry. The assets acquired from Beck Alloys primarily include inventories and property, plant and equipment. As part of the Beck Purchase Agreement, a new operating agreement was executed for Beck Trading, specifying that the first $6.0 million of distributions from Beck Trading will be made to Real Alloy, thereafter, distributions will follow the ownership interests of each party. |
Financial Statement Presentat21
Financial Statement Presentation and Recent Accounting Updates (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Recent Accounting Standards Updated Issued – Not Adopted | Recent Accounting Standards Updated Issued – Not Adopted In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing In May 2016, the FASB issued ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU 2016-06, Derivatives and Hedging (Topic 815) In March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | The following table presents the components of inventories as of September 30, 2016 and December 31, 2015: September 30, December 31, (In millions) 2016 2015 Real Alloy: Finished goods $ 29.1 $ 32.2 Raw materials and work in process 65.6 68.1 Real Alloy inventories 94.7 100.3 Cosmedicine - finished goods 0.8 0.9 Total inventories $ 95.5 $ 101.2 |
Debt and Redeemable Preferred23
Debt and Redeemable Preferred Stock (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | The following table presents the Company’s long-term debt as of September 30, 2016 and December 31, 2015: September 30, December 31, (In millions) 2016 2015 Senior Secured Notes: Principal amount outstanding $ 305.0 $ 305.0 Unamortized original issue discount and issuance costs (11.2 ) (14.3 ) Senior Secured Notes, net 293.8 290.7 Asset-Based Facility: Principal amount outstanding 45.5 22.0 Unamortized debt issuance costs (1.7 ) (2.4 ) Asset-Based Facility, net 43.8 19.6 Capital leases 4.6 4.1 Current portion of long-term debt (2.4 ) (2.3 ) Total long-term debt, net $ 339.8 $ 312.1 |
Schedule of Activity Related to Redeemable Preferred Stock | The following table presents the activity related to the carrying value of Redeemable Preferred Stock during the nine months ended September 30, 2016: (In millions) Balance, December 31, 2015 $ 21.9 Dividends on Redeemable Preferred Stock, in-kind 1.4 Accretion of fair value adjustment to Redeemable Preferred Stock 0.8 Balance, September 30, 2016 $ 24.1 |
Stockholders Equity and Nonco24
Stockholders Equity and Noncontrolling Interest (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Stockholders Equity Note [Abstract] | |
Summary of Activity within Stockholders Equity Attributable to Real Industry and Noncontrolling Interest | The following table summarizes the activity within stockholders’ equity attributable to Real Industry and noncontrolling interest during the year ended December 31, 2015 and the nine months ended September 30, 2016: (In millions) Equity Attributable to Real Industry, Inc. Noncontrolling Interest Total Equity Balance, December 31, 2014 $ 85.7 $ (0.1 ) $ 85.6 Net earnings (loss) (6.9 ) 0.1 (6.8 ) Common stock issued, net 63.3 — 63.3 Common stock acquired (0.1 ) — (0.1 ) Common stock options exercised 1.2 — 1.2 Warrants exercised 0.2 — 0.2 Noncontrolling interest acquired in business combination — 0.8 0.8 Share-based compensation expense 1.5 — 1.5 Dividends and accretion of fair value adjustment to Redeemable Preferred Stock (2.3 ) — (2.3 ) Change in accumulated other comprehensive loss (1.0 ) — (1.0 ) Balance, December 31, 2015 141.6 0.8 142.4 Net earnings (loss) (22.5 ) 0.5 (22.0 ) Dividends and accretion of fair value adjustment to Redeemable Preferred Stock (2.2 ) — (2.2 ) Share-based compensation expense 3.0 — 3.0 Common stock options exercised 0.1 — 0.1 Warrants exercised 0.2 — 0.2 Change in accumulated other comprehensive income (loss) 1.7 — 1.7 Balance, September 30, 2016 $ 121.9 $ 1.3 $ 123.2 |
Changes in the Shares of Common Stock Outstanding | The following table reflects changes in the shares of common stock outstanding during the year ended December 31, 2015 and the nine months ended September 30, 2016: Shares of Common Stock Outstanding Balance, December 31, 2014 17,099,882 Common stock issued 11,304,673 Common stock acquired (9,698 ) Restricted common stock awards granted, net of forfeitures 240,990 Common stock options exercised, net of treasury shares reissued 229,892 Warrants exercised, net of repurchases 26,027 Balance, December 31, 2015 28,891,766 Restricted common stock awards granted, net of forfeitures 434,494 Common stock options exercised, net of treasury shares reissued 27,500 Warrants exercised, net of repurchases 7,552 Balance, September 30, 2016 29,361,312 |
Accumulated Other Comprehensi25
Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Comprehensive Income Net Of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the activity within accumulated other comprehensive income (loss) during the nine months ended September 30, 2016: (In millions) Currency Translation Adjustments Pension Benefit Adjustments Accumulated Other Comprehensive Income (Loss) Balance, December 31, 2015 $ (6.0 ) $ 5.0 $ (1.0 ) Current period currency translation adjustments 1.7 0.1 1.8 Amortization of net actuarial gains, net of tax — (0.1 ) (0.1 ) Balance, September 30, 2016 $ (4.3 ) $ 5.0 $ 0.7 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Defined Benefit Plan Net Periodic Benefit Cost [Abstract] | |
Components of Net Period Benefit Expense | The following table presents the components of net periodic benefit expense under the German defined benefit pension plans for the three and nine months ended September 30, 2016 and 2015: Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2016 2015 2016 2015 Service cost $ 0.3 $ 0.2 $ 0.7 $ 0.6 Interest cost 0.3 0.2 0.8 0.5 Amortization of net actuarial gains (0.1 ) — (0.2 ) — Expected return on plan assets — — (0.1 ) — Net periodic benefit expense $ 0.5 $ 0.4 $ 1.2 $ 1.1 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings (Loss) Per Share | The following table sets forth the computation of basic and diluted earnings (loss) per share for the three and nine months ended September 30, 2016 and 2015: (In millions, except share Three Months Ended September 30, Nine Months Ended September 30, and per share amounts) 2016 2015 2016 2015 Earnings (loss) from continuing operations $ (10.8 ) $ 2.0 $ (22.1 ) $ (29.5 ) Earnings (loss) from discontinued operations, net of income taxes — (0.7 ) 0.1 26.5 Net earnings (loss) (10.8 ) 1.3 (22.0 ) (3.0 ) Earnings from continuing operations attributable to noncontrolling interest 0.1 0.1 0.5 0.3 Net earnings (loss) attributable to Real Industry, Inc. (10.9 ) 1.2 (22.5 ) (3.3 ) Dividends on Redeemable Preferred Stock, in-kind (0.5 ) (0.5 ) (1.4 ) (1.0 ) Accretion of fair value adjustment to Redeemable Preferred Stock (0.2 ) (0.2 ) (0.8 ) (0.6 ) Numerator for basic and diluted earnings (loss) per share—Net earnings (loss) available to common stockholders $ (11.6 ) $ 0.5 $ (24.7 ) $ (4.9 ) Denominator for basic earnings (loss) per share—Weighted average shares outstanding 29,268,515 28,556,383 29,196,598 25,993,660 Effect of dilutive securities — 1,257,090 — — Denominator for diluted earnings (loss) per share—Weighted average shares outstanding 29,268,515 29,813,473 29,196,598 25,993,660 Basic earnings (loss) per share: Continuing operations $ (0.40 ) $ 0.04 $ (0.85 ) $ (1.21 ) Discontinued operations — (0.02 ) — 1.02 Basic earnings (loss) per share $ (0.40 ) $ 0.02 $ (0.85 ) $ (0.19 ) Diluted earnings (loss) per share: Continuing operations $ (0.40 ) $ 0.04 $ (0.85 ) $ (1.21 ) Discontinued operations — (0.02 ) — 1.02 Diluted earnings (loss) per share $ (0.40 ) $ 0.02 $ (0.85 ) $ (0.19 ) |
Average Market Price of Common Stock and the Incremental Shares that were Dilutive or Potentially Dilutive | The following tables provide details on the average market price of Real Industry common stock; the outstanding shares of unvested restricted common stock, common stock options, unvested performance shares, unvested restricted stock units, and Warrants that were potentially dilutive; and summary information about the potentially dilutive common stock equivalents for each of the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Average market price of Real Industry common stock $ 7.27 $ 10.63 $ 7.43 $ 9.18 Potentially dilutive common stock equivalents: Unvested restricted common stock 571,676 — 571,676 264,630 Outstanding common stock options 748,150 — 748,150 775,650 Unvested performance shares 354,058 — 354,058 260,000 Warrants 1,448,333 — 1,448,333 1,468,333 Total potentially dilutive common stock equivalents 3,122,217 — 3,122,217 2,768,613 |
Schedule of Potentially Dilutive Common Stock Awards | Three Months Ended September 30, Nine Months Ended September 30, (In millions, except exercise prices) 2016 2015 2016 2015 Average unamortized share-based compensation expense: Restricted common stock awards $ 2.5 $ 1.4 $ 2.6 $ 1.3 Performance share awards $ 1.3 $ 1.8 $ 1.8 $ 0.8 Range of exercise prices on common stock options $3.00 - $10.00 $3.00 - $10.00 $3.00 - $10.00 $3.00 - $10.00 Weighted average exercise price of the Warrants $ 5.64 $ 5.64 $ 5.64 $ 5.75 |
Derivative and Other Financia28
Derivative and Other Financial Instruments and Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Assets Liabilities, Net offset in Balance Sheet | The table below presents gross amounts of recognized derivative assets and liabilities, the amounts offset in the unaudited unaudited Fair Value of Derivatives Fair Value of Derivatives as of September 30, 2016 as of December 31, 2015 (In millions) Asset Liability Asset Liability Metal $ 0.1 $ — $ 0.2 $ (0.3 ) Natural gas 0.1 (0.1 ) — (0.6 ) Total 0.2 (0.1 ) 0.2 (0.9 ) Effect of counterparty netting arrangements — — (0.2 ) 0.2 Net derivatives assets (liabilities) as classified in the condensed consolidated balance sheets $ 0.2 $ (0.1 ) $ — $ (0.7 ) |
Fair Value of Derivative Financial Instruments | The following table presents details of the fair value of Real Alloy’s derivative financial instruments as of September 30, 2016 and December 31, 2015, as recorded in the unaudited September 30, December 31, (In millions) Balance Sheet Classification 2016 2015 Derivative assets: Metal Prepaid expenses, supplies, and other current assets $ 0.1 $ — Natural Gas Prepaid expenses, supplies, and other current assets 0.1 — Total derivative assets $ 0.2 $ — Derivative liabilities: Metal Accrued liabilities $ — $ (0.1 ) Natural Gas Accrued liabilities (0.1 ) (0.6 ) Total derivative liabilities $ (0.1 ) $ (0.7 ) |
Changes in Fair Value of Common Stock Warrant Liability | The following table presents changes in the fair value of the common stock warrant liability during the three and nine months ended September 30, 2016 and 2015: Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2016 2015 2016 2015 Balance, beginning of period $ 6.1 $ 11.1 $ 6.9 $ 5.6 Warrants exercised — (0.1 ) (0.1 ) (0.2 ) Change in fair value of common stock warrant liability (1.9 ) (3.4 ) (2.6 ) 2.2 Balance, end of period $ 4.2 $ 7.6 $ 4.2 $ 7.6 |
Assets and Liabilities Measured at Fair Value on Recurring Basis Based on Fair Value Hierarchy | The following tables set forth financial assets and liabilities that are accounted for at fair value on a recurring basis, and their level in the fair value hierarchy, as of September 30, 2016 and December 31, 2015: Estimated Fair Value Fair Value September 30, December 31, (In millions) Hierarchy 2016 2015 Derivative assets Level 2 $ 0.2 $ 0.2 Derivative liabilities Level 2 (0.1 ) (0.9 ) Net derivative assets (liabilities) $ 0.1 $ (0.7 ) Common stock warrant liability Level 3 $ (4.2 ) $ (6.9 ) |
Schedule of Losses on Derivative Financial Instruments | The following table presents losses on derivative financial instruments during the three and nine months ended September 30, 2016 and 2015: Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2016 2015 2016 2015 Realized losses: Metal $ 0.2 $ 1.5 $ 0.6 $ 2.2 Natural gas — — 0.8 — Total realized losses 0.2 1.5 1.4 2.2 Unrealized losses (gains): Metal 0.2 (0.8 ) (0.2 ) 0.5 Natural gas 0.4 0.3 (0.7 ) 0.3 Total unrealized losses (gains) 0.6 (0.5 ) (0.9 ) 0.8 Losses on derivative financial instruments $ 0.8 $ 1.0 $ 0.5 $ 3.0 |
Carrying Value and Estimated Fair Value of Financial Instruments | The following tables present the carrying values and estimated fair values of other financial instruments as of September 30, 2016 and December 31, 2015: September 30, 2016 (In millions) Fair Value Hierarchy Carrying Amount Estimated Fair Value Assets Cash and cash equivalents Level 1 $ 34.6 $ 34.6 Financing receivable Level 2 45.2 45.2 Loans receivable, net (other noncurrent assets) Level 3 0.9 0.9 Liabilities Long-term debt: Senior Secured Notes Level 1 $ 293.8 $ 308.1 Asset-Based Facility Level 2 43.8 45.5 Redeemable Preferred Stock Level 3 $ 24.1 $ 23.0 December 31, 2015 (In millions) Fair Value Hierarchy Carrying Amount Estimated Fair Value Assets Cash and cash equivalents Level 1 $ 35.7 $ 35.7 Financing receivable Level 2 32.7 32.7 Restricted cash held in escrow (other current assets) Level 1 3.9 3.9 Loans receivable, net (other noncurrent assets) Level 3 1.1 1.1 Liabilities Long-term debt: Senior Secured Notes Level 1 $ 290.7 $ 310.9 Asset-Based Facility Level 2 19.6 22.0 Redeemable Preferred Stock Level 3 $ 21.9 $ 18.7 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Reconciliations of Segment Adjusted EBITDA from Continuing Operations | Reportable segment information The following tables show segment revenues from external customers (there were no intersegment revenues) and Segment Adjusted EBITDA for the three and nine months ended September 30, 2016 and 2015, and reconciliations of Segment Adjusted EBITDA to net earnings (loss) for each period presented. Although the three month periods are comparable, the year-to-date periods are not comparable as the results for 2015 include the results of operations for the period from the Real Alloy acquisition date to September 30, 2015, or approximately seven months. Segment Adjusted EBITDA presents only the financial performance of our segments and does not include the results of operations of Corporate and Other. Three Months Ended September 30, 2016 (In millions) RANA RAEU Corporate and Other Total Revenues $ 200.5 $ 114.4 $ — $ 314.9 Segment Adjusted EBITDA $ 9.0 $ 7.9 $ 16.9 Three Months Ended September 30, 2015 (In millions) RANA RAEU Corporate and Other Total Revenues $ 205.2 $ 133.4 $ — $ 338.6 Segment Adjusted EBITDA $ 15.4 $ 7.4 $ 22.8 Nine Months Ended September 30, 2016 (In millions) RANA RAEU Corporate and Other Total Revenues $ 613.7 $ 331.5 $ — $ 945.2 Segment Adjusted EBITDA $ 36.5 $ 19.6 $ 56.1 Nine Months Ended September 30, 2015 (In millions) RANA RAEU Corporate and Other Total Revenues $ 521.7 $ 323.3 $ 0.1 $ 845.1 Segment Adjusted EBITDA $ 36.3 $ 16.9 $ 53.2 Three Months Ended September 30, Nine Months Ended September 30, (In millions) 2016 2015 2016 2015 Segment Adjusted EBITDA $ 16.9 $ 22.8 $ 56.1 $ 53.2 Unrealized gains (losses) on derivative financial instruments (0.6 ) 0.5 0.9 (0.8 ) Segment depreciation and amortization (11.3 ) (10.3 ) (36.6 ) (24.2 ) Amortization of inventories and supplies purchase accounting adjustments — (1.3 ) (0.9 ) (8.5 ) Corporate and Other selling, general and administrative expenses (7.5 ) (3.2 ) (14.4 ) (10.5 ) Other, net (1.0 ) (1.1 ) (2.6 ) (2.2 ) Operating profit (loss) (3.5 ) 7.4 2.5 7.0 Interest expense, net (9.2 ) (9.2 ) (27.5 ) (26.6 ) Change in fair value of common stock warrant liability 1.9 3.4 2.6 (2.2 ) Acquisition-related costs and expenses — — — (14.8 ) Foreign exchange gains on intercompany loans — — 1.0 — Other nonoperating income, net (0.5 ) 0.9 (0.3 ) 0.4 Income tax benefit (expense) 0.5 (0.5 ) (0.4 ) 6.7 Earnings (loss) from discontinued operations, net of income taxes — (0.7 ) 0.1 26.5 Net earnings (loss) $ (10.8 ) $ 1.3 $ (22.0 ) $ (3.0 ) |
Summarized Balance Sheet Information of Reportable Segments | The following tables present summarized balance sheet information for each of our reportable segments and reconciliations to consolidated assets and liabilities as of September 30, 2016 and December 31, 2015: September 30, 2016 December 31, 2015 (In millions) RANA RAEU RANA RAEU Segment Assets Current assets: Cash and cash equivalents $ 15.8 $ 5.8 $ 8.1 $ 7.2 Trade accounts receivable, net 80.9 16.2 63.7 13.5 Financing receivable — 45.2 — 32.7 Inventories 65.0 29.7 61.7 38.5 Prepaid expenses, supplies, and other current assets 15.5 6.9 12.5 6.8 Total current assets 177.2 103.8 146.0 98.7 Property, plant and equipment, net 189.8 97.4 199.3 102.2 Intangible assets, net 13.2 — 15.0 — Goodwill 95.4 9.2 95.4 8.9 Other noncurrent assets 5.0 2.8 4.9 1.9 Total segment assets $ 480.6 $ 213.2 $ 460.6 $ 211.7 Segment Liabilities Current liabilities: Trade payables $ 70.8 $ 41.4 $ 58.1 $ 42.3 Accrued liabilities 22.2 14.1 34.3 14.6 Total current liabilities 93.0 55.5 92.4 56.9 Accrued pension benefits — 39.3 — 38.0 Environmental liabilities 11.7 — 11.7 — Other noncurrent liabilities 4.5 1.8 4.1 1.4 Total segment liabilities $ 109.2 $ 96.6 $ 108.2 $ 96.3 September 30, December 31, (In millions) 2016 2015 Assets: Real Alloy North America $ 480.6 $ 460.6 Real Alloy Europe 213.2 211.7 Cash and cash equivalents - Corporate and Other 13.0 20.4 Other unallocated assets 5.5 8.2 Total consolidated assets $ 712.3 $ 700.9 Liabilities: Real Alloy North America $ 109.2 $ 108.2 Real Alloy Europe 96.6 96.3 Long-term debt 342.2 314.4 Common stock warrant liability 4.2 6.9 Deferred income taxes 5.9 6.7 Other unallocated liabilities 6.9 4.1 Total consolidated liabilities $ 565.0 $ 536.6 |
Business and Operations - Addit
Business and Operations - Additional Information (Detail) | Sep. 30, 2016EmployeeFacility |
Organization And Business Activities [Line Items] | |
Facilities | Facility | 24 |
Real Alloy | |
Organization And Business Activities [Line Items] | |
Employees | Employee | 1,700 |
Financial Statement Presentat31
Financial Statement Presentation and Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Schedule Of Significant Accounting Policies [Line Items] | |||||
Finished goods inventory | $ 95.5 | $ 95.5 | $ 101.2 | ||
Prepaid expenses and other current assets | 25.9 | 25.9 | 24.7 | ||
Property, plant and equipment, net | 287.3 | 287.3 | 301.5 | ||
Accrued liabilities | 41.6 | 41.6 | 51.8 | ||
Deferred income taxes (liability) | 5.9 | 5.9 | 6.7 | ||
Net earnings (loss) | (10.8) | $ 1.3 | (22) | $ (3) | (6.8) |
Cost of sales | 298.3 | 313.2 | 889.7 | 793.5 | |
Selling, general and administrative expenses | 18.1 | 16.5 | $ 48.1 | 39.8 | |
Immaterial error correction | Management has concluded that the error reflected in the December 31, 2015 consolidated financial statements was not material and that the error correction in 2016 is not expected to be material to the full year results of operations. | ||||
Overstatement Due To Depreciation Expense Error | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Property, plant and equipment, net | 3.8 | ||||
Deferred income taxes (liability) | 1.1 | ||||
Net earnings (loss) | $ 2.7 | ||||
Adjustment To Correct Depreciation Expense Error | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Cost of sales | $ 3.7 | ||||
Selling, general and administrative expenses | 0.1 | ||||
Corporate and Other | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Selling, general and administrative expenses | 7.5 | $ 3.2 | 14.4 | $ 10.5 | |
Cosmedicine | Disposal Group, Held-for-sale or Disposed of by Sale, Not Discontinued Operations | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Finished goods inventory | 0.8 | 0.8 | |||
Prepaid expenses and other current assets | 0.2 | 0.2 | |||
Impairment loss of intangible assets | 0.1 | ||||
Cosmedicine | Disposal Group, Held-for-sale or Disposed of by Sale, Not Discontinued Operations | Corporate and Other | |||||
Schedule Of Significant Accounting Policies [Line Items] | |||||
Accrued liabilities | $ 0.5 | 0.5 | |||
Accrued loss on disposal | $ 0.4 |
Inventories (Detail)
Inventories (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Inventory [Line Items] | ||
Total inventories | $ 95.5 | $ 101.2 |
Real Alloy | ||
Inventory [Line Items] | ||
Finished goods | 29.1 | 32.2 |
Raw materials and work in process | 65.6 | 68.1 |
Total inventories | 94.7 | 100.3 |
Cosmedicine | ||
Inventory [Line Items] | ||
Finished goods | $ 0.8 | $ 0.9 |
Schedule of long-term Debt (Det
Schedule of long-term Debt (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Capital leases | $ 4.6 | $ 4.1 |
Current portion of long-term debt | (2.4) | (2.3) |
Total long-term debt, net | 339.8 | 312.1 |
Senior Secured Notes | ||
Debt Instrument [Line Items] | ||
Principal amount outstanding | 305 | 305 |
Unamortized original issue discount and issuance costs | (11.2) | (14.3) |
Senior Secured Notes, net | 293.8 | 290.7 |
Asset Based Facility | ||
Debt Instrument [Line Items] | ||
Principal amount outstanding | 45.5 | 22 |
Unamortized original issue discount and issuance costs | (1.7) | (2.4) |
Senior Secured Notes, net | $ 43.8 | $ 19.6 |
Debt and Redeemable Preferred34
Debt and Redeemable Preferred Stock - Additional Information (Detail) - USD ($) $ in Millions | Feb. 27, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||||||
Amortization of debt issuance costs | $ 3.7 | $ 3.7 | ||||
Capital leases due within next twelve months | $ 2.4 | 2.4 | ||||
Capital leases | $ 4.6 | $ 4.6 | $ 4.1 | |||
Redeemable Preferred Stock | ||||||
Debt Instrument [Line Items] | ||||||
Redeemable preferred stock accrued dividends payment percentage on liquidation preference | 8.00% | 8.00% | ||||
Preferred stock, dividend payment terms | Dividends are paid in-kind for the first two years, and thereafter will be paid in cash. | |||||
Liquidation preference value | $ 27.9 | $ 27.9 | ||||
Preferred stock redemption period | 66 months | |||||
Redeemable Preferred Stock | First Eighteen Months | ||||||
Debt Instrument [Line Items] | ||||||
Redeemable preferred stock dividends rate | 7.00% | |||||
Redeemable Preferred Stock | Following Twelve Months | ||||||
Debt Instrument [Line Items] | ||||||
Redeemable preferred stock dividends rate | 8.00% | |||||
Redeemable Preferred Stock | Thereafter | ||||||
Debt Instrument [Line Items] | ||||||
Redeemable preferred stock dividends rate | 9.00% | |||||
Senior Secured Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt, interest expense | $ 8.7 | $ 8.7 | $ 25.9 | 25.2 | ||
Debt, due date | Jan. 15, 2019 | |||||
Amortization of debt issuance costs | $ 1.1 | 1.1 | 3.1 | 3.2 | ||
Asset Based Facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt, interest expense | 0.5 | 0.5 | 1.6 | 1.1 | ||
Amortization of debt issuance costs | $ 0.2 | $ 0.2 | $ 0.7 | $ 0.5 |
Schedule of Activity Related to
Schedule of Activity Related to Redeemable Preferred Stock (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Debt Disclosure [Abstract] | ||||
Balance, December 31, 2015 | $ 21.9 | |||
Dividends on Redeemable Preferred Stock, in-kind | $ 0.5 | $ 0.5 | 1.4 | $ 1 |
Accretion of fair value adjustment to Redeemable Preferred Stock | 0.2 | $ 0.2 | 0.8 | $ 0.6 |
Balance, September 30, 2016 | $ 24.1 | $ 24.1 |
Summary of Activity within Stoc
Summary of Activity within Stockholders Equity Attributable to Real Industry and Noncontrolling Interest (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Class Of Stock [Line Items] | |||||
Beginning balance | $ 142.4 | $ 85.6 | $ 85.6 | ||
Net earnings (loss) | $ (10.8) | $ 1.3 | (22) | (3) | (6.8) |
Common stock issued, net | 63.3 | ||||
Common stock acquired | (0.1) | ||||
Common stock options exercised | 0.1 | 1.2 | |||
Warrants exercised | 0.2 | 0.2 | |||
Noncontrolling interest acquired in business combination | 0.8 | ||||
Share-based compensation expense | 3 | 1.5 | |||
Dividends and accretion of fair value adjustment to Redeemable Preferred Stock | (2.2) | (2.3) | |||
Change in accumulated other comprehensive income (loss) | 1.7 | (1) | |||
Ending balance | 123.2 | 123.2 | 142.4 | ||
Equity Attributable to Real Industry, Inc. | |||||
Class Of Stock [Line Items] | |||||
Beginning balance | 141.6 | 85.7 | 85.7 | ||
Net earnings (loss) | (22.5) | (6.9) | |||
Common stock issued, net | 63.3 | ||||
Common stock acquired | (0.1) | ||||
Common stock options exercised | 0.1 | 1.2 | |||
Warrants exercised | 0.2 | 0.2 | |||
Noncontrolling interest acquired in business combination | 0 | ||||
Share-based compensation expense | 3 | 1.5 | |||
Dividends and accretion of fair value adjustment to Redeemable Preferred Stock | (2.2) | (2.3) | |||
Change in accumulated other comprehensive income (loss) | 1.7 | (1) | |||
Ending balance | 121.9 | 121.9 | 141.6 | ||
Noncontrolling Interest | |||||
Class Of Stock [Line Items] | |||||
Beginning balance | 0.8 | $ (0.1) | (0.1) | ||
Net earnings (loss) | 0.5 | 0.1 | |||
Common stock issued, net | 0 | ||||
Common stock acquired | 0 | ||||
Common stock options exercised | 0 | 0 | |||
Warrants exercised | 0 | 0 | |||
Noncontrolling interest acquired in business combination | 0.8 | ||||
Share-based compensation expense | 0 | 0 | |||
Dividends and accretion of fair value adjustment to Redeemable Preferred Stock | 0 | 0 | |||
Change in accumulated other comprehensive income (loss) | 0 | 0 | |||
Ending balance | $ 1.3 | $ 1.3 | $ 0.8 |
Changes in the Shares of Common
Changes in the Shares of Common Stock Outstanding (Detail) - shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Stockholders Equity Note [Abstract] | ||
Beginning balance | 28,891,766 | 17,099,882 |
Common stock issued | 11,304,673 | |
Common stock acquired | (9,698) | |
Restricted common stock awards granted, net of forfeitures | 434,494 | 240,990 |
Common stock options exercised, net of treasury shares reissued | 27,500 | 229,892 |
Warrants exercised, net of repurchases | 7,552 | 26,027 |
Ending balance | 29,361,312 | 28,891,766 |
Schedule of Accumulated Other C
Schedule of Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance, December 31, 2015 | $ (1) | |||
Current period currency translation adjustments | $ 0.5 | $ (1.7) | 1.8 | $ (2.6) |
Amortization of net actuarial gains, net of tax | $ 0 | (0.1) | $ 0 | |
Balance, September 30, 2016 | 0.7 | 0.7 | ||
Currency Translation Adjustments | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance, December 31, 2015 | (6) | |||
Current period currency translation adjustments | 1.7 | |||
Amortization of net actuarial gains, net of tax | 0 | |||
Balance, September 30, 2016 | (4.3) | (4.3) | ||
Pension Benefit Adjustments | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance, December 31, 2015 | 5 | |||
Current period currency translation adjustments | 0.1 | |||
Amortization of net actuarial gains, net of tax | (0.1) | |||
Balance, September 30, 2016 | $ 5 | $ 5 |
Accumulated Other Comprehensi39
Accumulated Other Comprehensive Income (Loss) - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Currency translation adjustments | $ 0.5 | $ (1.7) | $ 1.8 | $ (2.6) |
Long-Term Intercompany Loans [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Currency translation adjustments | (1.7) | |||
Gains related to translation adjustments of accounts denominated in foreign currencies | $ 3.4 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Income Taxes [Line Items] | |||||
Income tax expense (benefit) | $ (0.5) | $ 0.5 | $ 0.4 | $ (6.7) | |
U.S. Federal NOLs | |||||
Income Taxes [Line Items] | |||||
Net operating loss carry forwards | $ 871.8 | ||||
Net operating loss expiration period | 20 years | ||||
Net operating loss carry forwards expiration year | Dec. 31, 2027 | ||||
Non-U.S. NOLs | |||||
Income Taxes [Line Items] | |||||
Net operating loss carry forwards | $ 27.6 |
Employee Benefit Plans - Compon
Employee Benefit Plans - Components of Net Period Benefit Expense (Details) - German Defined Benefit Pension Plan - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 0.3 | $ 0.2 | $ 0.7 | $ 0.6 |
Interest cost | 0.3 | 0.2 | 0.8 | 0.5 |
Amortization of net actuarial gains | (0.1) | 0 | (0.2) | 0 |
Expected return on plan assets | 0 | 0 | (0.1) | 0 |
Net periodic benefit expense | $ 0.5 | $ 0.4 | $ 1.2 | $ 1.1 |
Computation of Basic and Dilute
Computation of Basic and Diluted Earnings (loss) Per Share (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |||||
Earnings (loss) from continuing operations | $ (10.8) | $ 2 | $ (22.1) | $ (29.5) | |
Earnings (loss) from discontinued operations, net of income taxes | 0 | (0.7) | 0.1 | 26.5 | |
Net earnings (loss) | (10.8) | 1.3 | (22) | (3) | $ (6.8) |
Earnings from continuing operations attributable to noncontrolling interest | 0.1 | 0.1 | 0.5 | 0.3 | |
Net earnings (loss) attributable to Real Industry, Inc. | (10.9) | 1.2 | (22.5) | (3.3) | |
Dividends on Redeemable Preferred Stock, in-kind | (0.5) | (0.5) | (1.4) | (1) | |
Accretion of fair value adjustment to Redeemable Preferred Stock | (0.2) | (0.2) | (0.8) | (0.6) | |
Net earnings (loss) available to common stockholders | $ (11.6) | $ 0.5 | $ (24.7) | $ (4.9) | |
Denominator for basic earnings (loss) per share—Weighted average shares outstanding | 29,268,515 | 28,556,383 | 29,196,598 | 25,993,660 | |
Effect of dilutive securities | 0 | 1,257,090 | 0 | 0 | |
Denominator for diluted earnings (loss) per share—Weighted average shares outstanding | 29,268,515 | 29,813,473 | 29,196,598 | 25,993,660 | |
Basic earnings (loss) per share: | |||||
Continuing operations | $ (0.40) | $ 0.04 | $ (0.85) | $ (1.21) | |
Discontinued operations | 0 | (0.02) | 0 | 1.02 | |
Basic earnings (loss) per share | (0.40) | 0.02 | (0.85) | (0.19) | |
Diluted earnings (loss) per share: | |||||
Continuing operations | (0.40) | 0.04 | (0.85) | (1.21) | |
Discontinued operations | 0 | (0.02) | 0 | 1.02 | |
Diluted earnings (loss) per share | $ (0.40) | $ 0.02 | $ (0.85) | $ (0.19) |
Earnings (Loss) Per Share - Add
Earnings (Loss) Per Share - Additional Information (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Earnings Per Share [Abstract] | ||||
Antidilutive Securities | 3,122,217 | 0 | 3,122,217 | 2,768,613 |
Average Market Price of Common
Average Market Price of Common Stock and the Incremental Shares that were Dilutive or Potentially Dilutive (Detail) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Average market price of Real Industry common stock | $ 7.27 | $ 10.63 | $ 7.43 | $ 9.18 |
Potentially dilutive common stock equivalents: | ||||
Total potentially dilutive common stock equivalents | 3,122,217 | 0 | 3,122,217 | 2,768,613 |
Unvested Restricted Common Stock | ||||
Potentially dilutive common stock equivalents: | ||||
Total potentially dilutive common stock equivalents | 571,676 | 0 | 571,676 | 264,630 |
Outstanding Common Stock Options | ||||
Potentially dilutive common stock equivalents: | ||||
Total potentially dilutive common stock equivalents | 748,150 | 0 | 748,150 | 775,650 |
Unvested Performance Shares | ||||
Potentially dilutive common stock equivalents: | ||||
Total potentially dilutive common stock equivalents | 354,058 | 0 | 354,058 | 260,000 |
Warrants | ||||
Potentially dilutive common stock equivalents: | ||||
Total potentially dilutive common stock equivalents | 1,448,333 | 0 | 1,448,333 | 1,468,333 |
Summary of Potentially Dilutive
Summary of Potentially Dilutive Common Stock Equivalents (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Average unamortized share-based compensation expense: | ||||
Exercise prices on common stock options, lower range | $ 3 | $ 3 | $ 3 | $ 3 |
Exercise prices on common stock options, upper range | 10 | 10 | 10 | 10 |
Weighted average exercise price of the Warrants | $ 5.64 | $ 5.64 | $ 5.64 | $ 5.75 |
Restricted Common Stock Awards | ||||
Average unamortized share-based compensation expense: | ||||
Average unamortized share-based compensation expense | $ 2.5 | $ 1.4 | $ 2.6 | $ 1.3 |
Performance Share Awards | ||||
Average unamortized share-based compensation expense: | ||||
Average unamortized share-based compensation expense | $ 1.3 | $ 1.8 | $ 1.8 | $ 0.8 |
Derivative and Other Financia46
Derivative and Other Financial Instruments and Fair Value Measurements - Additional Information (Detail) $ / shares in Units, t in Millions, BTU in Trillions | Jun. 11, 2010USD ($)$ / sharesshares | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)BTUt$ / sharesshares | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($)$ / shares | Sep. 30, 2016EUR (€)shares |
Derivative [Line Items] | |||||||
Derivative contracts | t | 25.6 | ||||||
Cash collateral posted or held | $ 0 | $ 0 | |||||
Amount subject to enforceable master netting arrangement not offset | $ 0 | $ 0 | $ 0 | ||||
Warrant issued to purchase common stock | shares | 1,500,000 | ||||||
Aggregate purchase price of common stock warrant | $ 300,000 | ||||||
Exercise price of warrants | $ / shares | $ 10.30 | $ 5.64 | $ 5.64 | ||||
Common stock warrants percentage vested | 100.00% | ||||||
Common stock warrants expiration date | 2020-06 | ||||||
Warrants exercised on cashless basis | shares | 20,000 | ||||||
Warrants outstanding | shares | 1,448,333 | 1,448,333 | 1,448,333 | ||||
Redeemable Preferred Stock | |||||||
Derivative [Line Items] | |||||||
Preferred stock redemption period | 47 months | ||||||
Credit spread adjustment percentage | 15.50% | ||||||
Maximum | |||||||
Derivative [Line Items] | |||||||
Number of days financing receivable is estimated to be outstanding | 30 days | ||||||
Factoring Facility | |||||||
Derivative [Line Items] | |||||||
Maximum financing amount | € | € 50,000,000 | ||||||
Sales of trade accounts receivable | $ 96,700,000 | $ 117,600,000 | $ 270,200,000 | $ 336,900,000 | |||
Proceeds from sales of trade accounts receivable | 92,700,000 | 120,800,000 | 262,700,000 | 289,500,000 | |||
Administrative fees and expenses associated with Factoring Facility | $ 200,000 | $ 200,000 | $ 600,000 | $ 600,000 | |||
Common Stock Warrant Liability | |||||||
Derivative [Line Items] | |||||||
Valuation technique | Monte Carlo simulation | ||||||
Volatility | 47.40% | 49.90% | |||||
Expected term | 3 years 8 months 12 days | 4 years 4 months 24 days | |||||
Equity raise probability | 60.00% | ||||||
Equity raise price discount assumption | 15.00% | ||||||
Common stock price on measurement date | $ / shares | $ 6.12 | $ 6.12 | $ 8.03 | ||||
Percentage of increase decrease in unobservable inputs on estimated fair value of common stock warrant liability | 10.00% | ||||||
NABCO | |||||||
Derivative [Line Items] | |||||||
Price per share of common stock issued | $ / shares | $ 5.64 | $ 5.64 | |||||
Currency Exchange Hedging | |||||||
Derivative [Line Items] | |||||||
Currency derivative contracts outstanding | $ 0 | $ 0 | |||||
Natural Gas | Swap Contract One | |||||||
Derivative [Line Items] | |||||||
Forward buy contracts | BTU | 1.6 |
Gross Amounts of Recognized Ass
Gross Amounts of Recognized Assets and Liabilities (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Fair Value of Derivatives, Asset | ||
Derivative assets as classified in the unaudited condensed consolidated balance sheet | $ 0.2 | $ 0.2 |
Derivative assets, effect of counterparty netting arrangements | 0 | (0.2) |
Net derivatives assets (liabilities) as classified in the condensed consolidated balance sheets | 0.2 | 0 |
Fair Value of Derivatives, Liability | ||
Derivative liabilities as classified in the unaudited condensed consolidated balance sheet | (0.1) | (0.9) |
Derivative liabilities, effect of counterparty netting arrangements | 0 | 0.2 |
Net derivatives assets (liabilities) as classified in the condensed consolidated balance sheets | (0.1) | (0.7) |
Metal | ||
Fair Value of Derivatives, Asset | ||
Derivative assets as classified in the unaudited condensed consolidated balance sheet | 0.1 | 0.2 |
Fair Value of Derivatives, Liability | ||
Derivative liabilities as classified in the unaudited condensed consolidated balance sheet | 0 | (0.3) |
Natural Gas | ||
Fair Value of Derivatives, Asset | ||
Derivative assets as classified in the unaudited condensed consolidated balance sheet | 0.1 | 0 |
Fair Value of Derivatives, Liability | ||
Derivative liabilities as classified in the unaudited condensed consolidated balance sheet | $ (0.1) | $ (0.6) |
Fair Value of Derivative Financ
Fair Value of Derivative Financial Instruments (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Fair value of derivative assets | $ 0.2 | $ 0 |
Fair value of derivative liabilities | (0.1) | (0.7) |
Prepaid Expenses, Supplies, and Other Current Assets | Metal | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Fair value of derivative assets | 0.1 | 0 |
Prepaid Expenses, Supplies, and Other Current Assets | Natural Gas | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Fair value of derivative assets | 0.1 | 0 |
Accrued Liabilities | Metal | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Fair value of derivative liabilities | 0 | (0.1) |
Accrued Liabilities | Natural Gas | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Fair value of derivative liabilities | $ (0.1) | $ (0.6) |
Changes in Fair Value of Common
Changes in Fair Value of Common Stock Warrant Liability (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Warrants And Rights Note Disclosure [Abstract] | ||||
Common stock warrant liability, beginning balance | $ 6.1 | $ 11.1 | $ 6.9 | $ 5.6 |
Warrants exercised | 0 | (0.1) | (0.1) | (0.2) |
Change in fair value of common stock warrant liability | (1.9) | (3.4) | (2.6) | 2.2 |
Common stock warrant liability, ending balance | $ 4.2 | $ 7.6 | $ 4.2 | $ 7.6 |
Assets and Liabilities Measured
Assets and Liabilities Measured at Fair Value on Recurring Basis Based on Fair Value Hierarchy (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Common stock warrant liability, estimated fair value | $ (4.2) | $ (6.1) | $ (6.9) | $ (7.6) | $ (11.1) | $ (5.6) |
Fair Value, Recurring | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Net derivative assets (liabilities) | 0.1 | (0.7) | ||||
Fair Value, Recurring | Level 2 | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Derivative assets | 0.2 | 0.2 | ||||
Derivative liabilities | (0.1) | (0.9) | ||||
Fair Value, Recurring | Level 3 | ||||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||||
Common stock warrant liability, estimated fair value | $ (4.2) | $ (6.9) |
Schedule of Losses on Derivativ
Schedule of Losses on Derivative Financial Instruments (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Derivative Instruments Gain Loss [Line Items] | ||||
Realized Losses on derivative financial instruments | $ 0.2 | $ 1.5 | $ 1.4 | $ 2.2 |
Unrealized Losses (Gains) on derivative financial instruments | 0.6 | (0.5) | (0.9) | 0.8 |
Losses on derivative financial instruments | 0.8 | 1 | 0.5 | 3 |
Metal | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Realized Losses on derivative financial instruments | 0.2 | 1.5 | 0.6 | 2.2 |
Unrealized Losses (Gains) on derivative financial instruments | 0.2 | (0.8) | (0.2) | 0.5 |
Natural Gas | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Realized Losses on derivative financial instruments | 0 | 0 | 0.8 | 0 |
Unrealized Losses (Gains) on derivative financial instruments | $ 0.4 | $ 0.3 | $ (0.7) | $ 0.3 |
Carrying Value and Estimated Fa
Carrying Value and Estimated Fair Value of Financial Instruments (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 |
Assets | |||
Cash and cash equivalents | $ 34.6 | $ 35.7 | $ 44.9 |
Financing receivable | 45.2 | 32.7 | |
Long-term debt: | |||
Redeemable Preferred Stock, carrying amount | 24.1 | 21.9 | |
Carrying Amount | |||
Assets | |||
Cash and cash equivalents | 34.6 | 35.7 | |
Financing receivable | 45.2 | 32.7 | |
Long-term debt: | |||
Asset-Based Facility, net | 43.8 | 19.6 | |
Carrying Amount | Other Noncurrent Assets | |||
Assets | |||
Loans receivable, net, carrying amount | 0.9 | 1.1 | |
Carrying Amount | Other Current Assets | |||
Assets | |||
Restricted cash held in escrow (other current assets) | 3.9 | ||
Carrying Amount | Redeemable Preferred Stock | |||
Long-term debt: | |||
Redeemable Preferred Stock, carrying amount | 24.1 | 21.9 | |
Estimated Fair Value | Level 1 | |||
Assets, estimated fair value | |||
Cash and cash equivalents, estimated fair value | 34.6 | 35.7 | |
Estimated Fair Value | Significant Other Observable Inputs (Level 2) | |||
Assets, estimated fair value | |||
Financing receivable | 45.2 | 32.7 | |
Long-term debt: | |||
Asset-Based Facility, Estimated Fair value | 45.5 | 22 | |
Estimated Fair Value | Level 3 | |||
Long-term debt: | |||
Redeemable Preferred Stock, estimated fair value | 23 | 18.7 | |
Estimated Fair Value | Other Noncurrent Assets | Level 3 | |||
Assets, estimated fair value | |||
Loans receivable, net, estimated fair value | 0.9 | 1.1 | |
Estimated Fair Value | Other Current Assets | Level 1 | |||
Assets, estimated fair value | |||
Cash and cash equivalents, estimated fair value | 3.9 | ||
Senior Secured Notes | |||
Long-term debt: | |||
Senior Secured Notes, net | 293.8 | 290.7 | |
Senior Secured Notes | Carrying Amount | |||
Long-term debt: | |||
Senior Secured Notes, net | 293.8 | 290.7 | |
Senior Secured Notes | Estimated Fair Value | Level 1 | |||
Long-term debt: | |||
Senior Secured Notes, net | $ 308.1 | $ 310.9 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2016Segment | |
Segment Reporting [Abstract] | |
Number of Reportable Segments | 2 |
Operating Results of Segments a
Operating Results of Segments and Reconciliations to Loss Before Income taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||
Revenues | $ 314.9 | $ 338.6 | $ 945.2 | $ 845.1 | |
Unrealized gains (losses) on derivative financial instruments | (0.6) | 0.5 | 0.9 | (0.8) | |
Segment depreciation and amortization | (36.6) | (24.3) | |||
Amortization of inventories and supplies purchase accounting adjustments | (0.9) | (8.5) | |||
Selling, general and administrative expenses | (18.1) | (16.5) | (48.1) | (39.8) | |
Other, net | (1) | (1.1) | (2.6) | (2.2) | |
Operating profit (loss) | (3.5) | 7.4 | 2.5 | 7 | |
Interest expense, net | (9.2) | (9.2) | (27.5) | (26.6) | |
Change in fair value of common stock warrant liability | 1.9 | 3.4 | 2.6 | (2.2) | |
Acquisition-related costs and expenses | 0 | 0 | 0 | (14.8) | |
Foreign exchange gains on intercompany loans | 0 | 0 | 1 | 0 | |
Other nonoperating income, net | (0.5) | 0.9 | (0.3) | 0.4 | |
Income tax benefit (expense) | 0.5 | (0.5) | (0.4) | 6.7 | |
Earnings (loss) from discontinued operations, net of income taxes | 0 | (0.7) | 0.1 | 26.5 | |
Net earnings (loss) | (10.8) | 1.3 | (22) | (3) | $ (6.8) |
Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Segment Adjusted EBITDA | 16.9 | 22.8 | 56.1 | 53.2 | |
Unrealized gains (losses) on derivative financial instruments | (0.6) | 0.5 | 0.9 | (0.8) | |
Segment depreciation and amortization | (11.3) | (10.3) | (36.6) | (24.2) | |
Amortization of inventories and supplies purchase accounting adjustments | 0 | (1.3) | (0.9) | (8.5) | |
RANA | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 200.5 | 205.2 | 613.7 | 521.7 | |
Segment Adjusted EBITDA | 9 | 15.4 | 36.5 | 36.3 | |
RAEU | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 114.4 | 133.4 | 331.5 | 323.3 | |
Segment Adjusted EBITDA | 7.9 | 7.4 | 19.6 | 16.9 | |
Corporate and Other | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 0 | 0 | 0 | 0.1 | |
Segment Adjusted EBITDA | 0 | 0 | |||
Selling, general and administrative expenses | $ (7.5) | $ (3.2) | $ (14.4) | $ (10.5) |
Summarized Balance Sheet Inform
Summarized Balance Sheet Information of Reportable Segments (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 |
Current assets: | |||
Cash and cash equivalents | $ 34.6 | $ 35.7 | $ 44.9 |
Trade accounts receivable, net | 97.1 | 77.2 | |
Inventories | 95.5 | 101.2 | |
Prepaid expenses, supplies, and other current assets | 25.9 | 24.7 | |
Total current assets | 298.3 | 271.8 | |
Property, plant and equipment, net | 287.3 | 301.5 | |
Intangible assets, net | 13.2 | 15.1 | |
Goodwill | 104.6 | 104.3 | |
Other noncurrent assets | 8.9 | 8.2 | |
TOTAL ASSETS | 712.3 | 700.9 | |
Current liabilities: | |||
Trade payables | 112.4 | 100.9 | |
Accrued liabilities | 41.6 | 51.8 | |
Total current liabilities | 156.5 | 155.1 | |
Accrued pension benefits | 39.3 | 38 | |
Environmental liabilities | 11.7 | 11.7 | |
Other noncurrent liabilities | 6.9 | 5.4 | |
TOTAL LIABILITIES | 565 | 536.6 | |
Operating Segments | RANA | |||
Current assets: | |||
Cash and cash equivalents | 15.8 | 8.1 | |
Trade accounts receivable, net | 80.9 | 63.7 | |
Financing receivable | 0 | 0 | |
Inventories | 65 | 61.7 | |
Prepaid expenses, supplies, and other current assets | 15.5 | 12.5 | |
Total current assets | 177.2 | 146 | |
Property, plant and equipment, net | 189.8 | 199.3 | |
Intangible assets, net | 13.2 | 15 | |
Goodwill | 95.4 | 95.4 | |
Other noncurrent assets | 5 | 4.9 | |
TOTAL ASSETS | 480.6 | 460.6 | |
Current liabilities: | |||
Trade payables | 70.8 | 58.1 | |
Accrued liabilities | 22.2 | 34.3 | |
Total current liabilities | 93 | 92.4 | |
Accrued pension benefits | 0 | 0 | |
Environmental liabilities | 11.7 | 11.7 | |
Other noncurrent liabilities | 4.5 | 4.1 | |
TOTAL LIABILITIES | 109.2 | 108.2 | |
Operating Segments | RAEU | |||
Current assets: | |||
Cash and cash equivalents | 5.8 | 7.2 | |
Trade accounts receivable, net | 16.2 | 13.5 | |
Financing receivable | 45.2 | 32.7 | |
Inventories | 29.7 | 38.5 | |
Prepaid expenses, supplies, and other current assets | 6.9 | 6.8 | |
Total current assets | 103.8 | 98.7 | |
Property, plant and equipment, net | 97.4 | 102.2 | |
Intangible assets, net | 0 | 0 | |
Goodwill | 9.2 | 8.9 | |
Other noncurrent assets | 2.8 | 1.9 | |
TOTAL ASSETS | 213.2 | 211.7 | |
Current liabilities: | |||
Trade payables | 41.4 | 42.3 | |
Accrued liabilities | 14.1 | 14.6 | |
Total current liabilities | 55.5 | 56.9 | |
Accrued pension benefits | 39.3 | 38 | |
Environmental liabilities | 0 | 0 | |
Other noncurrent liabilities | 1.8 | 1.4 | |
TOTAL LIABILITIES | $ 96.6 | $ 96.3 |
Summarized Balance Sheet Info56
Summarized Balance Sheet Information of Reportable Segments and Consolidated (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2014 |
ASSETS | ||||||
Assets | $ 712.3 | $ 700.9 | ||||
Cash and cash equivalents | 34.6 | 35.7 | $ 44.9 | |||
Other unallocated assets | 5.5 | 8.2 | ||||
LIABILITIES | ||||||
liabilities | 565 | 536.6 | ||||
Long-term debt | 342.2 | 314.4 | ||||
Common stock warrant liability | 4.2 | $ 6.1 | 6.9 | $ 7.6 | $ 11.1 | $ 5.6 |
Deferred income taxes | 5.9 | 6.7 | ||||
Other unallocated liabilities | 6.9 | 4.1 | ||||
Corporate and Other | ||||||
ASSETS | ||||||
Cash and cash equivalents | 13 | 20.4 | ||||
Operating Segments | RANA | ||||||
ASSETS | ||||||
Assets | 480.6 | 460.6 | ||||
Cash and cash equivalents | 15.8 | 8.1 | ||||
LIABILITIES | ||||||
liabilities | 109.2 | 108.2 | ||||
Operating Segments | RAEU | ||||||
ASSETS | ||||||
Assets | 213.2 | 211.7 | ||||
Cash and cash equivalents | 5.8 | 7.2 | ||||
LIABILITIES | ||||||
liabilities | $ 96.6 | $ 96.3 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) - USD ($) | Jan. 09, 2015 | Sep. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||
Gross proceeds from sale of wholly owned subsidiary | $ 77,900,000 | ||||||
Payment for final working capital adjustment from buyer | $ 100,000 | ||||||
Proceeds released from escrow | $ 3,900,000 | $ 3,900,000 | $ 74,000,000 | ||||
Repurchase claims received or settled | $ 0 | 0 | $ 0 | ||||
Repurchase reserve | 700,000 | 700,000 | $ 700,000 | ||||
Decrease in allowance for repurchase reserve | 0 | 4,800,000 | |||||
Restitution received | $ (500,000) | $ 900,000 | (300,000) | 400,000 | |||
Pretax gain on sale of NABCO | 39,700,000 | ||||||
Recovery of allowance for repurchase reserve | $ 4,800,000 | ||||||
Discontinued Operations | |||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||
Restitution received | $ 200,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions | Aug. 23, 2016 | Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
Commitments And Contingencies Disclosure [Line Items] | |||||
Reserves for environmental remediation liabilities | $ 16 | $ 16 | $ 16 | $ 16 | |
Accounts payable and accrued liabilities of environmental remediation reserves | 4.3 | 4.3 | 4.3 | 4.3 | |
Asset retirement obligations | 5.2 | 5.2 | 5.2 | 5 | |
Asset Retirement Obligation, current | 0.7 | 0.7 | 0.7 | 0.9 | |
Asset Retirement Obligation, non-current | 4.5 | 4.5 | $ 4.5 | $ 4.1 | |
Mr. Craig T. Bouchard | |||||
Commitments And Contingencies Disclosure [Line Items] | |||||
Description of postemployment severance | In connection with his separation, Mr. Bouchard received $2.0 million of cash severance, $0.5 million of which was paid in September 2016, with the remaining $1.5 million to be paid beginning October 31, 2016 through August 31, 2018. Additionally, certain of Mr. Bouchard’s equity awards were forfeited, while others were modified with no further service requirement. As a result, in the three months ending September 30, 2016, the Company recognized $1.5 million of share-based compensation expense related to the awards that continue to vest. | ||||
Postemployment severance cost | $ 2 | ||||
Postemployment severance payment | 0.5 | ||||
Postemployment severance cost to be paid beginning October 31, 2016 through August 31, 2018 | $ 1.5 | 1.5 | $ 1.5 | ||
Share-based compensation expense | $ 1.5 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) $ in Millions | Nov. 01, 2016USD ($)Facility | Sep. 30, 2016Facility |
Subsequent Event [Line Items] | ||
Number of operating plants | Facility | 24 | |
Beck Trading | Minimum | ||
Subsequent Event [Line Items] | ||
Owned and operated period | 65 years | |
Beck Purchase Agreement | ||
Subsequent Event [Line Items] | ||
Effective date of purchase agreement | Nov. 1, 2016 | |
Subsequent Event | Beck Trading | ||
Subsequent Event [Line Items] | ||
Percentage of ownership interest | 49.00% | |
Subsequent Event | Beck Purchase Agreement | ||
Subsequent Event [Line Items] | ||
Purchase agreement cash paid | $ | $ 23.7 | |
Distributions received | $ | $ 6 | |
Subsequent Event | Beck Alloys | ||
Subsequent Event [Line Items] | ||
Number of operating plants | Facility | 3 |