Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2014 | Apr. 30, 2014 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Mar-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Trading Symbol | 'LXU | ' |
Entity Registrant Name | 'LSB INDUSTRIES INC | ' |
Entity Central Index Key | '0000060714 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 22,535,813 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $162,783 | $143,750 |
Accounts receivable, net | 90,610 | 80,570 |
Inventories: | ' | ' |
Finished goods | 26,819 | 29,163 |
Work in progress | 2,835 | 2,838 |
Raw materials | 27,581 | 23,871 |
Total inventories | 57,235 | 55,872 |
Supplies, prepaid items and other: | ' | ' |
Prepaid insurance | 11,301 | 15,073 |
Precious metals | 12,986 | 14,927 |
Supplies | 14,435 | 13,523 |
Prepaid income taxes | 4,403 | 12,644 |
Other | 5,517 | 3,867 |
Total supplies, prepaid items and other | 48,642 | 60,034 |
Deferred income taxes | 11,409 | 13,613 |
Total current assets | 370,679 | 353,839 |
Property, plant and equipment, net | 451,184 | 416,801 |
Other assets: | ' | ' |
Noncurrent restricted cash and cash equivalents | 246,080 | 80,974 |
Noncurrent restricted investments | ' | 209,990 |
Debt issuance costs, net | 7,657 | 8,027 |
Other, net | 14,705 | 13,466 |
Total other assets | 268,442 | 312,457 |
Total assets | 1,090,305 | 1,083,097 |
Current liabilities: | ' | ' |
Accounts payable | 68,630 | 61,775 |
Short-term financing | 9,676 | 13,749 |
Accrued and other liabilities | 38,318 | 49,107 |
Current portion of long-term debt | 9,748 | 9,262 |
Total current liabilities | 126,372 | 133,893 |
Long-term debt | 452,136 | 453,705 |
Noncurrent accrued and other liabilities | 17,437 | 17,086 |
Deferred income taxes | 70,493 | 66,698 |
Commitments and contingencies (Note 9) | ' | ' |
Stockholders' equity: | ' | ' |
Common stock, $.10 par value; 75,000,000 shares authorized, 26,855,450 shares issued (26,846,470 at December 31, 2013) | 2,686 | 2,685 |
Capital in excess of par value | 168,360 | 167,550 |
Retained earnings | 278,195 | 266,854 |
Stockholders equity including treasury stock | 452,241 | 440,089 |
Less treasury stock, at cost: | ' | ' |
Common stock, 4,320,462 shares | 28,374 | 28,374 |
Total stockholders' equity | 423,867 | 411,715 |
Total Liabilities and Stockholders' equity | 1,090,305 | 1,083,097 |
Series B Preferred Stock [Member] | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock, value | 2,000 | 2,000 |
Series D Preferred Stock [Member] | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock, value | $1,000 | $1,000 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Common stock, par value | $0.10 | $0.10 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 26,855,450 | 26,846,470 |
Treasury stock, common shares | 4,320,462 | 4,320,462 |
Series B Preferred Stock [Member] | ' | ' |
Preferred stock, shares outstanding | 20,000 | 20,000 |
Preferred stock, shares issued | 20,000 | 20,000 |
Convertible preferred stock dividend rate | 12.00% | 12.00% |
Series B cumulative, convertible preferred stock, par value | $100 | $100 |
Series D Preferred Stock [Member] | ' | ' |
Preferred stock, shares outstanding | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 1,000,000 | 1,000,000 |
Convertible preferred stock dividend rate | 6.00% | 6.00% |
Series D cumulative, convertible Class C preferred stock, par value | $0 | $0 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Income Statement [Abstract] | ' | ' |
Net sales | $178,525 | $150,679 |
Cost of sales | 129,803 | 125,257 |
Gross profit | 48,722 | 25,422 |
Selling, general and administrative expense | 27,658 | 24,491 |
Provision for (recovery of) losses on accounts receivable | -159 | 100 |
Property insurance recoveries in excess of losses incurred | -5,147 | ' |
Other expense, net | 509 | 1,068 |
Operating income (loss) | 25,861 | -237 |
Interest expense, net | 6,708 | 731 |
Non-operating other expense (income), net | -77 | 16 |
Income (loss) from continuing operations before provision (benefit) for income taxes and equity in earnings of affiliate | 19,230 | -984 |
Provision (benefit) for income taxes | 7,654 | -745 |
Equity in earnings of affiliate | -67 | -171 |
Income (loss) from continuing operations | 11,643 | -68 |
Net loss from discontinued operations | 2 | ' |
Net income (loss) | 11,641 | -68 |
Dividends on preferred stocks | 300 | 300 |
Net income (loss) applicable to common stock | $11,341 | ($368) |
Weighted-average common shares: | ' | ' |
Basic | 22,532,522 | 22,423,616 |
Diluted | 23,639,707 | 22,423,616 |
Income (loss) per common share: | ' | ' |
Basic | $0.50 | ($0.02) |
Diluted | $0.49 | ($0.02) |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY (Unaudited) (USD $) | Total | Common Stock Shares [Member] | Non-Redeemable Preferred Stock [Member] | Capital in Excess of Par Value [Member] | Retained Earnings [Member] | Treasury Stock-Common [Member] |
In Thousands, except Share data | ||||||
Balance at Dec. 31, 2013 | $411,715 | $2,685 | $3,000 | $167,550 | $266,854 | ($28,374) |
Balance, shares at Dec. 31, 2013 | ' | 26,846,000 | ' | ' | ' | ' |
Net income | 11,641 | ' | ' | ' | 11,641 | ' |
Dividends paid on preferred stocks | -300 | ' | ' | ' | -300 | ' |
Stock-based compensation | 433 | ' | ' | 433 | ' | ' |
Exercise of stock options | 78 | 1 | ' | 77 | ' | ' |
Exercise of stock options, shares | ' | 9,000 | ' | ' | ' | ' |
Excess income tax benefit associated with stock-based compensation | 300 | ' | ' | 300 | ' | ' |
Balance at Mar. 31, 2014 | $423,867 | $2,686 | $3,000 | $168,360 | $278,195 | ($28,374) |
Balance, shares at Mar. 31, 2014 | ' | 26,855,000 | ' | ' | ' | ' |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Cash flows from continuing operating activities | ' | ' |
Net income (loss) | $11,641 | ($68) |
Adjustments to reconcile net income (loss) to net cash provided (used) by continuing operating activities: | ' | ' |
Net loss from discontinued operations | 2 | ' |
Deferred income taxes | 5,999 | 340 |
Gains on property insurance recoveries associated with property, plant and equipment | -5,147 | ' |
Depreciation, depletion and amortization of property, plant and equipment | 8,679 | 6,550 |
Other | -113 | 619 |
Cash provided (used) by changes in assets and liabilities (net of effects of discontinued operations): | ' | ' |
Accounts receivable | -9,876 | -9,796 |
Inventories | 150 | -5,368 |
Prepaid and accrued income taxes | 8,247 | -10,909 |
Other supplies, prepaid items and other | 3,540 | 2,212 |
Accounts payable | 8,179 | -4,695 |
Other current and noncurrent liabilities | -9,612 | -4,128 |
Deferred gain on insurance recoveries | -1,383 | 5,122 |
Net cash provided (used) by continuing operating activities | 20,306 | -20,121 |
Cash flows from continuing investing activities | ' | ' |
Expenditures for property, plant and equipment | -45,308 | -44,344 |
Proceeds from property insurance recovery associated with property, plant and equipment | 5,147 | 4,495 |
Proceeds from sales of property and equipment | 78 | 199 |
Deposits of current and noncurrent restricted cash and cash equivalents | -165,106 | -82 |
Proceeds from noncurrent restricted investments | 209,990 | ' |
Proceeds from sales of carbon credits | 1,536 | ' |
Payments on contractual obligations-carbon credits | -1,245 | ' |
Other assets | 17 | -109 |
Net cash provided (used) by continuing investing activities | 5,109 | -39,841 |
Cash flows from continuing financing activities | ' | ' |
Proceeds from long-term debt, net of fees | ' | 34,825 |
Payments on long-term debt | -2,322 | -1,738 |
Payments on short-term financing | -4,073 | -2,782 |
Proceeds from exercise of stock options | 78 | 249 |
Excess income tax benefit associated with stock-based compensation | 300 | 110 |
Dividends paid on preferred stocks | -300 | ' |
Net cash provided (used) by continuing financing activities | -6,317 | 30,664 |
Cash flows of discontinued operations: | ' | ' |
Operating cash flows | -65 | -52 |
Net increase (decrease) in cash and cash equivalents | 19,033 | -29,350 |
Cash and cash equivalents at beginning of period | 143,750 | 98,020 |
Cash and cash equivalents at end of period | $162,783 | $68,670 |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Summary of Significant Accounting Policies | ' |
Note 1: Summary of Significant Accounting Policies | |
For a complete discussion of our significant accounting policies, refer to the notes to our audited consolidated financial statements included in our Form 10-K for the year ended December 31, 2013 (“2013 Form 10-K”), filed with the Securities and Exchange Commission (“SEC”) on February 27, 2014. | |
Basis of Consolidation and Presentation—LSB Industries, Inc. (“LSB”) and its subsidiaries (the “Company”, “We”, “Us”, or “Our”) are consolidated in the accompanying condensed consolidated financial statements. We are involved in manufacturing and marketing operations. We are primarily engaged in the manufacture and sale of chemical products (the “Chemical Business”) and the manufacture and sale of geothermal and water source heat pumps and air handling products (the “Climate Control Business”). LSB is a holding company with no significant operations or assets other than cash, cash equivalents, and investments in its subsidiaries. Our Chemical Business’ ownership of working interests in natural gas properties is accounted for as an undivided interest, whereby we reflect our proportionate share of the underlying assets, liabilities, revenues and expenses. Our working interest represents our share of the costs and expenses incurred primarily to develop the underlying leaseholds and to produce natural gas while our net revenue interest represents our share of the revenues from the sale of natural gas. The net revenue interest is less than our working interest as the result of royalty interest due to others. We are not the operator of these natural gas properties. Entities that are 20% to 50% owned and for which we have significant influence are accounted for on the equity method. All material intercompany accounts and transactions have been eliminated. | |
In the opinion of management, the unaudited condensed consolidated financial statements of the Company as of March 31, 2014 and for the three month periods ended March 31, 2014 and 2013 include all adjustments and accruals, consisting of normal, recurring accrual adjustments which are necessary for a fair presentation of the results for the interim periods. These interim results are not necessarily indicative of results for a full year due, in part, to the seasonality of our sales of agricultural products, certain downtime events associated with our chemical facilities, and the timing of performing our major plant maintenance activities. Our selling seasons for agricultural products are primarily during the spring and fall planting seasons, which typically extend from March through June and from September through November. | |
Certain information and footnote disclosures normally included in financial statements prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) have been condensed or omitted in this Form 10-Q pursuant to the rules and regulations of the SEC. These condensed consolidated financial statements should be read in connection with our audited consolidated financial statements and notes thereto included in our 2013 Form 10-K. | |
Reclassifications—Reclassifications have been made in our condensed consolidated statement of cash flows for the three months ended March 31, 2013 to conform to our condensed consolidated statement of cash flows for the three months ended March 31, 2014, which reclassifications combined various operating activities line items. These reclassifications did not impact the total amount of net cash used by continuing operating activities for the three months ended March 31, 2013. | |
Use of Estimates—The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
Cash and Cash Equivalents—Investments, which consist of highly liquid investments with original maturities of three months or less, are considered cash equivalents. At March, 31, 2014, the cash and cash equivalents balance exceeded the FDIC-insured limits by approximately $8 million. All of these cash balances were held by financial institutions within the U.S. | |
Noncurrent Restricted Cash and Cash Equivalents—Noncurrent restricted cash and cash equivalents consist of balances that are designated by us for specific purposes relating to capital projects. At March 31, 2014, the noncurrent restricted cash and cash equivalents balance exceeded the FDIC-insured limits by approximately $122 million. All of this balance was held by financial institutions within the U.S. | |
Recognition of Insurance Recoveries—If an insurance claim relates to a recovery of our losses, we recognize the recovery when it is probable and reasonably estimable. If our insurance claim relates to a contingent gain, we recognize the recovery when it is realized or realizable and earned. Amounts recoverable from our insurance carriers, if any, are included in accounts receivable. An insurance recovery in excess of recoverable costs relating to a business interruption claim, if any, is a reduction to cost of sales. An insurance recovery in excess of recoverable costs relating to a property insurance claim, if any, is included in property insurance recoveries in excess of losses incurred. |
Income_Loss_Per_Common_Share
Income (Loss) Per Common Share | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Income (Loss) Per Common Share | ' | ||||||||
Note 2: Income (Loss) Per Common Share | |||||||||
The following table sets forth the computation of basic and diluted net income (loss) per common share: | |||||||||
(Dollars In Thousands, Except Per Share Amounts) | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Numerator: | |||||||||
Net income (loss) | $ | 11,641 | $ | (68 | ) | ||||
Dividends on Series B Preferred | (240 | ) | (240 | ) | |||||
Dividends on Series D Preferred | (60 | ) | (60 | ) | |||||
Total dividends on preferred stocks | (300 | ) | (300 | ) | |||||
Numerator for basic net income (loss) per common share—net income (loss) applicable to common stock | 11,341 | (368 | ) | ||||||
Dividends on preferred stocks assumed to be converted, if dilutive | 300 | — | |||||||
Numerator for diluted net income (loss) per common share | $ | 11,641 | $ | (368 | ) | ||||
Denominator: | |||||||||
Denominator for basic net income (loss) per common share—weighted-average shares | 22,532,522 | 22,423,616 | |||||||
Effect of dilutive securities: | |||||||||
Convertible preferred stocks | 916,666 | — | |||||||
Stock options | 190,519 | — | |||||||
Dilutive potential common shares | 1,107,185 | — | |||||||
Denominator for diluted net income (loss) per common share—adjusted weighted-average shares and assumed conversions | 23,639,707 | 22,423,616 | |||||||
Basic net income (loss) per common share | $ | 0.5 | $ | (0.02 | ) | ||||
Diluted net income (loss) per common share | $ | 0.49 | $ | (0.02 | ) | ||||
The following weighted-average shares of securities were not included in the computation of diluted net income (loss) per common share as their effect would have been antidilutive: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Convertible preferred stocks | — | 916,666 | |||||||
Stock options | 280,000 | 713,247 | |||||||
280,000 | 1,629,913 | ||||||||
Accounts_Receivable_net
Accounts Receivable, net | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Receivables [Abstract] | ' | ||||||||
Accounts Receivable, net | ' | ||||||||
Note 3: Accounts Receivable, net | |||||||||
Our accounts receivables, net, consists of the following: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Trade receivables | $ | 89,755 | $ | 77,899 | |||||
Insurance claims | — | 1,865 | |||||||
Other | 1,414 | 1,633 | |||||||
91,169 | 81,397 | ||||||||
Allowance for doubtful accounts | (559 | ) | (827 | ) | |||||
$ | 90,610 | $ | 80,570 | ||||||
One of our subsidiaries, El Dorado Chemical Company (“EDC”), is a party to an agreement with Bank of America, N.A. (the “Bank”) to sell our accounts receivables generated from product sales to a certain customer. We agreed to enter into this agreement as a courtesy to this customer. The term of this agreement matures in August 2014, with renewal options, but either party has an option to terminate the agreement pursuant to the terms of the agreement. In addition, we amended our sales agreement with the customer to offer extended payment terms under the condition that they pay an extended payment terms premium equal to the discount taken by the Bank when the accounts receivables are sold. Thus, there is no gain or loss from the sale of these receivables to the Bank. We have no continuing involvement or risks associated with the transferred accounts receivable. Pursuant to the terms of the agreement, EDC is to receive payment from the Bank no later than one business day after the Bank’s acceptance of EDC’s offer to sell the accounts receivables. As of March 31, 2014, EDC has been paid by the Bank for the accounts receivables sold to the Bank. We account for these transfers as sales under ASC 860 – Transfers and Servicing. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2014 | |
Inventory Disclosure [Abstract] | ' |
Inventories | ' |
Note 4: Inventories At March 31, 2014 and December 31, 2013, inventory reserves for certain slow-moving inventory items (Climate Control products) were $1,393,000 and $1,389,000, respectively. In addition, because cost exceeded the net realizable value, inventory reserves for certain nitrogen-based inventories provided by our Chemical Business were $84,000 and $1,623,000 at March 31, 2014 and December 31, 2013, respectively. |
Current_and_Noncurrent_Accrued
Current and Noncurrent Accrued and Other Liabilities | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||
Current and Noncurrent Accrued and Other Liabilities | ' | ||||||||
Note 5: Current and Noncurrent Accrued and Other Liabilities | |||||||||
Our current and noncurrent accrued and other liabilities consist of the following: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Accrued warranty costs | $ | 7,578 | $ | 7,297 | |||||
Deferred revenue on extended warranty contracts | 7,518 | 7,407 | |||||||
Accrued payroll and benefits | 7,163 | 8,981 | |||||||
Accrued interest | 6,378 | 13,925 | |||||||
Customer deposits | 5,226 | 5,500 | |||||||
Other | 21,892 | 23,083 | |||||||
55,755 | 66,193 | ||||||||
Less noncurrent portion | 17,437 | 17,086 | |||||||
Current portion of accrued and other liabilities | $ | 38,318 | $ | 49,107 | |||||
Accrued_Warranty_Costs
Accrued Warranty Costs | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Guarantees [Abstract] | ' | ||||||||
Accrued Warranty Costs | ' | ||||||||
Note 6: Accrued Warranty Costs | |||||||||
Our Climate Control Business sells equipment that has an expected life, under normal circumstances and use, which extends over several years. As such, we provide warranties after equipment shipment/start-up covering defects in materials and workmanship. Generally for commercial/institutional products, the base warranty coverage for most of the manufactured equipment in the Climate Control Business is limited to eighteen months from the date of shipment or twelve months from the date of start-up, whichever is shorter, and to ninety days for spare parts. For residential products, the base warranty coverage for manufactured equipment in the Climate Control Business is limited to ten years from the date of shipment for material and to five years from the date of shipment for labor associated with the repair. The warranty provides that most equipment is required to be returned to the factory or an authorized representative and the warranty is limited to the repair and replacement of the defective product, with a maximum warranty of the refund of the purchase price. Furthermore, companies within the Climate Control Business generally disclaim and exclude warranties related to merchantability or fitness for any particular purpose and disclaim and exclude any liability for consequential or incidental damages. In some cases, the customer may purchase, or a specific product may be sold, with an extended warranty. The above discussion is generally applicable to such extended warranties, but variations do occur depending upon specific contractual obligations, certain system components, and local laws. | |||||||||
Changes in our product warranty obligation (accrued warranty costs) are as follows: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Balance at beginning of period | $ | 7,297 | $ | 6,172 | |||||
Amounts charged to costs and expenses | 2,227 | 1,990 | |||||||
Costs incurred | (1,946 | ) | (1,676 | ) | |||||
Balance at end of period | $ | 7,578 | $ | 6,486 | |||||
Asset_Retirement_Obligations
Asset Retirement Obligations | 3 Months Ended |
Mar. 31, 2014 | |
Asset Retirement Obligation Disclosure [Abstract] | ' |
Asset Retirement Obligations | ' |
Note 7: Asset Retirement Obligations | |
Currently, we have various legal requirements related to operations of our Chemical Business facilities, including the disposal of wastewater generated at certain of these facilities. Additionally, we have certain facilities in our Chemical Business that contain asbestos insulation around certain piping and heated surfaces, which we plan to maintain or replace, as needed, with non-asbestos insulation through our standard repair and maintenance activities to prevent deterioration. Currently, there is insufficient information to estimate the fair value for most of our asset retirement obligations (“AROs”). In addition, we currently have no plans to discontinue the use of these facilities, and the remaining life of the facilities is indeterminable. As a result, a liability for only a minimal amount relating to AROs associated with these facilities has been established. However, we will continue to review these obligations and record a liability when a reasonable estimate of the fair value can be made. In addition, our Chemical Business owns working interests in certain natural gas properties. We recognized AROs associated with the obligation to plug and abandon wells when the natural gas reserves in the wells are depleted. At March 31, 2014 and December 31, 2013, our accrued liability for AROs was $306,000 and $304,000, respectively. |
LongTerm_Debt
Long-Term Debt | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Long-Term Debt | ' | ||||||||
Note 8: Long-Term Debt | |||||||||
Our long-term debt consists of the following: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Working Capital Revolver Loan (A) | $ | — | $ | — | |||||
7.75% Senior Secured Notes due 2019 (B) | 425,000 | 425,000 | |||||||
Secured Promissory Note (C) | 27,888 | 29,555 | |||||||
Other, with a current weighted-average interest rate of 3.96%, most of which is secured by machinery and equipment | 8,996 | 8,412 | |||||||
461,884 | 462,967 | ||||||||
Less current portion of long-term debt | 9,748 | 9,262 | |||||||
Long-term debt due after one year | $ | 452,136 | $ | 453,705 | |||||
(A) Effective December 31, 2013, LSB and certain of its wholly-owned subsidiaries (the “Borrowers”) entered into an amendment to the existing senior secured revolving credit facility (the “Amended Working Capital Revolver”). Pursuant to the terms of the Amended Working Capital Revolver Loan, the Borrowers may borrow on a revolving basis up to $100.0 million, based on specific percentages of eligible accounts receivable and inventories. In addition, the Amended Working Capital Revolver Loan and the Senior Secured Notes are cross collateralized as discussed in (B) below. The Amended Working Capital Revolver Loan will mature on April 13, 2018. | |||||||||
The Amended Working Capital Revolver Loan accrues interest at a base rate (generally equivalent to the prime rate) plus 0.50% if borrowing availability is greater than $25.0 million, otherwise plus 0.75% or, at our option, accrues interest at LIBOR plus 1.50% if borrowing availability is greater than $25.0 million, otherwise LIBOR plus 1.75%. At March 31, 2014, the interest rate was 3.75% based on LIBOR. Interest is paid monthly, if applicable. | |||||||||
The Amended Working Capital Revolver Loan provides for up to $15.0 million of letters of credit. All letters of credit outstanding reduce availability under the Amended Working Capital Revolver Loan. As of March 31, 2014, the amount available for borrowing under the Amended Working Capital Revolver Loan was approximately $79.7 million. Under the Amended Working Capital Revolver Loan, the lender also requires the Borrowers to pay a letter of credit fee equal to 1% per annum of the undrawn amount of all outstanding letters of credit, an unused line fee equal to .25% per annum for the excess amount available under the Amended Working Capital Revolver Loan not drawn and various other audit, appraisal and valuation charges. | |||||||||
The lender has the ability to, upon an event of default, as defined, terminate the Amended Working Capital Revolver Loan and make the balance outstanding, if any, due and payable in full. | |||||||||
The Amended Working Capital Revolver Loan requires the Borrowers to meet a minimum fixed charge coverage ratio of not less than 1.10 to 1, if at any time the excess availability (as defined by the Amended Working Capital Revolver Loan), under the Amended Working Capital Revolver Loan, is less than or equal to $12.5 million. This ratio will be measured monthly on a trailing twelve month basis and as defined in the agreement. The Amended Working Capital Revolver Loan contains covenants that, among other things, limit the Borrowers’ ability, without consent of the lender and with certain exceptions, to: | |||||||||
• | incur additional indebtedness; | ||||||||
• | create liens on, sell or otherwise dispose of our assets; | ||||||||
• | engage in certain fundamental corporate changes or changes to our business activities; | ||||||||
• | make certain material acquisitions; | ||||||||
• | make other restricted payments, including investments; | ||||||||
• | repay certain indebtedness; | ||||||||
• | engage in certain affiliate transactions; | ||||||||
• | declare dividends and distributions; | ||||||||
• | engage in mergers, consolidations or other forms of recapitalization; or | ||||||||
• | dispose assets. | ||||||||
The Amended Working Capital Revolver Loan allows the Borrowers and subsidiaries under the Senior Secured Notes to guarantee those notes. | |||||||||
So long as both immediately before and after giving effect to any of the following, excess availability, as defined by the Amended Working Capital Revolver Loan, is equal to or greater than the greater of (x) 20% of the maximum revolver commitment or (y) $20 million, the Amended Working Capital Revolver will allow each of the Borrowers under the Amended Working Capital Revolver Loan to make: | |||||||||
• | distributions and pay dividends by LSB with respect to amounts in excess of $0.5 million during each fiscal year; | ||||||||
• | acquisitions of treasury stock by LSB with respect to amounts in excess of $0.5 million during each fiscal year; | ||||||||
• | certain hedging agreements; | ||||||||
• | investments in joint ventures and certain subsidiaries of LSB in an aggregate amount not exceeding $35.0 million; and | ||||||||
• | other investments in an aggregate amount not exceeding $50.0 million at any one time outstanding. | ||||||||
The Amended Working Capital Revolver Loan includes customary events of default, including events of default relating to nonpayment of principal and other amounts owing under the Amended Working Capital Revolver Loan from time to time, any material misstatement or misrepresentation and breaches of representations and warranties made, violations of covenants, cross-payment default to indebtedness in excess of $2.5 million, cross-acceleration to indebtedness in excess of $2.5 million, bankruptcy and insolvency events, certain unsatisfied judgments, certain liens, and certain assertions of, or actual invalidity of, certain loan documents. | |||||||||
(B) On August 7, 2013, LSB sold $425 million aggregate principal amount of the 7.75% Senior Secured Notes due 2019 (the “Senior Secured Notes”) in a 144A transaction pursuant to the exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Act”). The Senior Secured Notes are eligible for resale by the investors under Rule144A under the Act. LSB received net proceeds of approximately $351 million, after the payoff of a secured term loan (discussed below), commissions and fees. In connection with the closing, LSB entered into an indenture (the “Indenture”) with UMB Bank, as trustee, governing the Senior Secured Notes and as collateral agent, and will receive customary compensation from us for such services. | |||||||||
The Senior Secured Notes bear interest at the rate of 7.75% per year and mature on August 1, 2019. Interest is to be paid semiannually on February 1st and August 1st. | |||||||||
The Senior Secured Notes are general senior secured obligations of LSB. The Senior Secured Notes are jointly and severally and fully and unconditionally guaranteed by all of LSB’s current wholly-owned subsidiaries, with all of the guarantees, except two, being senior secured guarantees and two being senior unsecured guarantees. The Senior Secured Notes will rank equally in right of payment to all of LSB and the guarantors’ existing and future senior secured debt, including the Amended Working Capital Revolver Loan discussed above, and will be senior in right of payment to all of LSB and the guarantors’ future subordinated indebtedness. LSB does not have independent assets or operations. | |||||||||
Those subsidiaries that provided guarantees of the Senior Secured Notes will be released from such guarantees upon the occurrence of certain events, including the following: | |||||||||
• | the designation of such guarantor as an unrestricted subsidiary; | ||||||||
• | the release or discharge of any guarantee or indebtedness that resulted in the creation of the guarantee of the Senior Secured Notes by such guarantor; | ||||||||
• | the sale or other disposition, including by way of merger or otherwise, of its capital stock or of all or substantially all of the assets, of such guarantor; or | ||||||||
• | LSB’s exercise of its legal defeasance option or its covenant defeasance option as described in the Indenture with LSB’s obligations under the Indenture discharged in accordance with the Indenture. | ||||||||
The Senior Secured Notes will be effectively senior to all existing and future unsecured debt of LSB and the guarantors to the extent of the value of the property and assets subject to liens (“Collateral”) and will be effectively senior to all existing and future obligations under the Amended Working Capital Revolver Loan and other debt to the extent of the value of the certain collateral (“Priority Collateral”). | |||||||||
The Senior Secured Notes will be secured on a first-priority basis by the Notes’ Priority Collateral owned by LSB and the guarantors (other than the two unsecured guarantors) providing security and on a second-priority basis by the certain collateral securing the Amended Working Capital Revolver Loan owned by LSB and the guarantors (other than the two unsecured guarantors), in each case subject to certain liens permitted under the Indenture. The Senior Secured Notes will be equal in priority as to the Priority Collateral owned by LSB and the guarantors with respect to any obligations under any equally ranked lien obligations subsequently incurred. At March 31, 2014, the carrying value of the assets secured on a first-priority basis was approximately $427 million and the carrying value of the assets secured on a second-priority basis was approximately $138 million. | |||||||||
The Senior Secured Notes will be effectively subordinated to all of LSB and the guarantors’ existing and future obligations under the Amended Working Capital Revolver Loan and other debt to the extent of the value of the certain collateral securing such debt and to any of LSB and the guarantors’ existing and future indebtedness that is secured by liens that are not part of the Collateral. The Senior Secured Notes will be structurally subordinated to all of the existing and future indebtedness, preferred stock obligations and other liabilities, including trade payables, of our subsidiaries that do not guarantee the Senior Secured Notes in the future. | |||||||||
Except under certain conditions, the Senior Secured Notes are not redeemable before August 1, 2016. On or after such date, LSB may redeem the Senior Secured Notes at its option, in whole or in part, upon not less than 30 nor more than 60 days’ notice, at the following redemption prices (expressed as percentages of the principal amount thereof), plus accrued and unpaid interest to the redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the twelve-month period commencing on August 1st of the year set forth below: | |||||||||
Year | Percentage | ||||||||
2016 | 103.875 | % | |||||||
2017 | 101.938 | % | |||||||
2018 and thereafter | 100 | % | |||||||
Upon the occurrence of a change of control, as defined in the Indenture, each holder of the Senior Secured Notes will have the right to require that LSB purchase all or a portion of such holder’s notes at a purchase price equal to 101% of the principal amount thereof plus accrued and unpaid interest, if any, to the date of purchase (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date). | |||||||||
The Indenture contains covenants that, among other things, limit LSB’s ability, with certain exceptions and as defined in the Indenture, to: | |||||||||
• | incur additional indebtedness; | ||||||||
• | pay dividends; | ||||||||
• | repurchase LSB’ common and preferred stocks; | ||||||||
• | make investments; | ||||||||
• | repay certain indebtedness; | ||||||||
• | create liens on, sell or otherwise dispose of our assets; | ||||||||
• | engage in mergers, consolidations or other forms of recapitalization; | ||||||||
• | engage in sale-leaseback transactions; or | ||||||||
• | engage in certain affiliate transactions. | ||||||||
As discussed above, approximately $67.2 million of the proceeds from Senior Secured Notes was used to pay all outstanding borrowings, including a prepayment premium, under a secured term loan facility. | |||||||||
In connection with the Senior Secured Notes, LSB entered into a Registration Rights Agreement (the “Registration Rights Agreement”). Pursuant to the Registration Rights Agreement, we have agreed to use our reasonable best efforts to file with the SEC a registration statement (“Registration Statement”) on an appropriate form with respect to a registered offer to exchange the notes for new notes with terms substantially identical in all material respects to the notes, cause the Registration Statement to be declared effective under the Securities Act, and complete the exchange within 180 days after the effective date of such Registration Statement. We are also obligated to update the Registration Statement by filing a post-effective amendment. If the exchange offer is not completed on or prior to the expiration of 365 days from August 7, 2013 (the date of closing) and under certain other conditions, the annual interest rate on the notes will be increased by (i) 0.25% (or approximately $3,000 per day) for the first 90 day period immediately following such default and (ii) an additional 0.25% with respect to each subsequent 90 day period, in each case until and including the date such default ends, up to a maximum increase of 1.00% (or approximately $12,000 per day). | |||||||||
(C) On February 1, 2013, Zena Energy L.L.C. (“Zena”), a subsidiary within our Chemical Business, entered into a loan (the “Secured Promissory Note”) with a lender in the original principal amount of $35 million. The Secured Promissory Note follows the original acquisition by Zena of working interests (“Working Interests”) in certain natural gas properties during October 2012. The proceeds of the Secured Promissory Note effectively financed $35 million of the approximately $50 million purchase price of the Working Interests previously paid out of LSB’s working capital. The Secured Promissory Note matures on February 1, 2016. | |||||||||
Principal and interest are payable monthly based on a five-year amortization at a defined LIBOR rate plus 300 basis points with a final balloon payment of $15.3 million due at maturity. The interest rate at March 31, 2014 was 3.24%. The loan is secured by the Working Interests and related properties and proceeds. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended | |||
Mar. 31, 2014 | ||||
Commitments And Contingencies Disclosure [Abstract] | ' | |||
Commitments and Contingencies | ' | |||
Note 9: Commitments and Contingencies | ||||
Capital Project Commitments—EDC is party to an agreement with Weatherly Inc. for the licensing, engineering, and procurement of major manufacturing equipment for a new 65% strength nitric acid plant (“Nitric Acid Plant”) to be constructed at the our chemical production facility located in El Dorado, Arkansas (the “El Dorado Facility”). EDC is also party to various agreements with SAIC Constructors, LLC to engineer, procure and construct the Nitric Acid Plant, a nitric acid concentrator and certain support facilities at the El Dorado Facility. The estimated cost for this project ranges from $115 million to $125 million, of which $60 million has been incurred and capitalized at March 31, 2014. | ||||
A subsidiary of EDC is also party to various agreements with SAIC Constructors, LLC to engineer, procure and construct an ammonia plant and certain support facilities. The estimated cost for this project ranges from $250 million to $300 million, of which $53 million has been incurred and capitalized at March 31, 2014. | ||||
Notification of Termination of Sales Commitment | ||||
Ammonium nitrate supply agreement—Pursuant to a long-term cost-plus supply agreement, EDC supplies Orica International Pte Ltd (“Orica”) with an annual minimum of 240,000 tons of industrial grade ammonium nitrate (“AN”) produced at our El Dorado Facility. The agreement includes a provision for Orica to pay for product not taken. The agreement also includes a required notice of termination of one year, with the termination date to be no sooner than April 9, 2015. On March 31, 2014, EDC sent to Orica the required one-year notice that EDC will not renew the agreement on or after April 9, 2015. | ||||
Legal Matters—Following is a summary of certain legal matters involving the Company: | ||||
A. Environmental Matters | ||||
Our facilities and operations are subject to numerous federal, state and local environmental laws (“Environmental Laws”) and to other laws regarding health and safety matters (“Health Laws”). In particular, the manufacture, production and distribution of products by our Chemical Business are activities that entail environmental and public health risks and impose obligations under the Environmental Laws and the Health Laws, many of which provide for certain performance obligations, substantial fines and criminal sanctions for violations. There can be no assurance that we will not incur material costs or liabilities in complying with such laws or in paying fines or penalties for violation of such laws. The Environmental Laws and Health Laws and enforcement policies thereunder have in the past resulted, and could in the future result, in significant compliance expenses, cleanup costs (for our sites or third-party sites where our wastes were disposed of), penalties or other liabilities relating to the handling, manufacture, use, emission, discharge or disposal of hazardous or toxic materials at or from our facilities or the use or disposal of certain of its chemical products. Historically, significant expenditures have been incurred by | ||||
subsidiaries within our Chemical Business in order to comply with the Environmental Laws and Health Laws and are reasonably expected to be incurred in the future. We will also be obligated to manage certain discharge water outlets and monitor groundwater contaminants at our Chemical Business facilities should we discontinue the operations of a facility. We do not operate the natural gas wells where we own an interest and compliance with Environmental Laws and Health Laws is controlled by others, with our Chemical Business being responsible for its proportionate share of the costs involved. As of March 31, 2014, our accrued liabilities for environmental matters totaled $1,278,000 relating primarily to matters discussed below. It is reasonably possible that a change in the estimate of our liability could occur in the near term. Also see discussion in Note 7 – Asset Retirement Obligations. | ||||
1. Discharge Water Matters | ||||
Each of our chemical manufacturing facilities generates process wastewater, which may include cooling tower and boiler water quality control streams, contact storm water (rain water inside the facility area that picks up contaminants) and miscellaneous spills and leaks from process equipment. The process water discharge, storm-water runoff and miscellaneous spills and leaks are governed by various permits generally issued by the respective state environmental agencies as authorized by the United States Environmental Protection Agency (“EPA”), subject to oversight by the EPA. These permits limit the type and amount of effluents that can be discharged and controls the method of such discharge. The following are discharge water matters in relation to the respective permits. | ||||
The El Dorado Facility is subject to a state National Pollutant Discharge Elimination System (“NPDES”) discharge water permit issued by the Arkansas Department of Environmental Quality (“ADEQ”). The El Dorado Facility is currently operating under an NPDES discharge water permit, which became effective in 2004 (“2004 NPDES permit”). In November 2010, a preliminary draft of a discharge water permit renewal for the El Dorado Facility, which contains more restrictive limits, was issued by the ADEQ. | ||||
EDC believes that the El Dorado Facility has generally demonstrated its ability to comply with applicable ammonia and nitrate permit limits, but has, from time to time, had difficulty demonstrating consistent compliance with the more restrictive dissolved minerals permit levels. As part of the El Dorado Facility’s long-term compliance plan, EDC has pursued a rulemaking and permit modification with the ADEQ as to the discharge requirements relating to its dissolved minerals. The ADEQ approved a rule change, but the EPA formally disapproved the rule change. In October 2011, EDC filed a lawsuit against the EPA in the United States District Court, El Dorado, Arkansas, appealing the EPA’s decision disapproving the rule change. In March 2013, the District Court affirmed the EPA’s decision. EDC has appealed the District Court’s decision. We do not believe this matter regarding meeting the permit requirements as to the dissolved minerals will continue to be an issue since the El Dorado Facility is currently disposing its wastewater by a pipeline constructed by the City of El Dorado, Arkansas. EDC and certain other companies in the El Dorado, Arkansas area contributed to the cost of construction of the pipeline, and agreed to pay their share of the annual operating cost of the pipeline, and in return received the right to use the pipeline to dispose of their wastewater. The initial term of the operating agreement is through December 2053. | ||||
During 2012, EDC paid a penalty of $100,000 to settle an Administrative Complaint issued by the EPA, and thereafter handled by the United States Department of Justice (“DOJ”), relating to certain alleged violations of EDC’s 2004 NPDES permit for alleged violations through December 31, 2010. The DOJ advised that some action would be taken for alleged violations occurring after December 31, 2010. As of the date of this report, no action has been filed by the DOJ. The cost (or range of costs) cannot currently be reasonably estimated regarding this matter. Therefore, no liability has been established at March 31, 2014. | ||||
In addition, the El Dorado Facility is currently operating under a consent administrative order (“2006 CAO”) that recognizes the presence of nitrate contamination in the shallow groundwater. The 2006 CAO required EDC to continue semiannual groundwater monitoring, to continue operation of a groundwater recovery system and to submit a human health and ecological risk assessment to the ADEQ relating to the El Dorado Facility. The final remedy for shallow groundwater contamination, should any remediation be required, will be selected pursuant to a new consent administrative order and based upon the risk assessment. The cost of any additional remediation that may be required will be determined based on the results of the investigation and risk assessment, of which cost (or range of costs) cannot currently be reasonably estimated. Therefore, no liability has been established at March 31, 2014, in connection with this matter. | ||||
2. Air Matters | ||||
In connection with a national enforcement initiative, the EPA had sent information requests to most, if not all, of the operators of nitric acid plants in the United States, including our El Dorado Facility, our chemical production facility located in Cherokee, Alabama (the “Cherokee Facility”) and a nitric acid plant (the “Baytown Facility”) operated by our subsidiary, El Dorado Nitrogen, L.P. (“EDN”), under Section 114 of the Clean Air Act as to construction and modification activities at each of these facilities over a period of years. | ||||
During 2013, we negotiated a global agreement in principle with the EPA/DOJ as to the Clean Air Act issue discussed above. During the first quarter of 2014, all parties executed the Consent Decree to settle this matter, but such settlement is subject to obtaining court approval of the executed Consent Decree. The agreement provides, among other things, the following: | ||||
• | all of our Chemical Business’ owned and operated nitric acid plants are to achieve certain emission rates within a certain time period for each plant. Of the nine nitric acid production facilities currently owned or operated by our Chemical Business, all but EDN requires or required additional pollution control technology to achieve these emission rates. The pollution control technology has already been installed at three of our nitric acid plants and five of our nitric acid plants still require additional pollution control technology equipment to be installed. The cost of the necessary pollution control equipment and the installment of such equipment is estimated to range from $2.0 million to $3.0 million for each of the remaining five nitric acid plants, the cost of which will be capitalized when incurred; | |||
• | our Chemical Business will provide a reforestation mitigation project that is unrelated to our emissions or activities and will not be located at one of our plant sites, which we estimate will cost approximately $150,000 and have included this amount in our accrued liabilities for environmental matters discussed above; and | |||
• | a civil penalty will be paid by our Chemical Business in the amount of $725,000 (which includes the $100,000 civil penalty to the ODEQ discussed below), which amount is included in our accrued liabilities for environmental matters discussed above. | |||
One of our subsidiaries, Pryor Chemical Company (“PCC”), within our Chemical Business, has been advised that the Oklahoma Department of Environmental Quality (“ODEQ”) is conducting an investigation into whether the chemical production facility located in Pryor, Oklahoma (the “Pryor Facility”) was in compliance with certain rules and regulations of the ODEQ and whether PCC’s reports of certain air emissions relating primarily to 2011 were intentionally reported incorrectly to the ODEQ. Pursuant to the request of the ODEQ, PCC submitted information and a report to the ODEQ as to the reports filed by the Pryor Facility relating to the air emissions in question. In February 2013, investigators with the ODEQ obtained documents from the Pryor Facility in connection with this investigation pursuant to a search warrant and interviewed several employees at the facility. PCC has cooperated with the ODEQ in connection with this investigation. As of March 31, 2014, we are not aware of any recommendations made or to be made by the ODEQ with respect to formal legal action to be taken or recommended as a result of this ongoing investigation. | ||||
By letter dated April 19, 2013 (the “letter”), ODEQ, based on its inspection of our Pryor Facility conducted in December 2012, identified fourteen issues of alleged non-compliance and concern from the evaluation relating to federal and state air quality regulations, some of which were the subject of the ongoing investigation by ODEQ described above. PCC engaged in discussions with ODEQ and, during the first quarter of 2014, a settlement was reached to resolve the allegations identified in the letter. Three of the violations were resolved through the global settlement with the EPA/DOJ discussed above, and ODEQ agreed to resolve the remaining eleven violations by PCC paying a civil penalty for $100,000 (which amount is included in the $725,000 civil penalty discussed above) with the settlement being addressed as an addition to the global settlement discussed above. This settlement is unrelated to the pending ODEQ investigation at the Pryor Facility described above, which remains ongoing to our knowledge. | ||||
In addition, counsel for the EPA, advised PCC of a pending enforcement investigation by the EPA relating to an ammonia release during February 2014, at the Pryor Facility. The EPA indicated that the investigation is in its beginning stages, but that the EPA will likely allege noncompliance with certain sections of the Clean Air Act, which relates to the release of hazardous air pollutants. As of March 31, 2014, the EPA advised that no formal enforcement document is pending against PCC on this issue. At March 31, 2014, we have accrued an estimated amount for penalties, which is included in our accrued liabilities for environmental matters discussed above. | ||||
3. Other Environmental Matters | ||||
In 2002, two subsidiaries within our Chemical Business sold substantially all of their operating assets relating to a Kansas chemical facility (“Hallowell Facility”) but retained ownership of the real property. Even though we continued to own the real property, we did not assess our continuing involvement with our former Hallowell Facility to be significant and therefore accounted for the sale as discontinued operations. Our subsidiary retained the obligation to be responsible for, and perform the activities under, a previously executed consent order to investigate the surface and subsurface contamination at the real property and a corrective action strategy based on the investigation. In addition, certain of our subsidiaries agreed to indemnify the buyer of such assets for these environmental matters. Based on the assessment discussed above, we account for transactions associated with the Hallowell Facility as discontinued operations. | ||||
The successor (“Chevron”) of a prior owner of the Hallowell Facility has agreed in writing, on a nonbinding basis and within certain other limitations, to pay and has been paying one-half of the costs of the interim measures relating to this matter as approved by the Kansas Department of Environmental Quality, subject to reallocation. | ||||
Our subsidiary and Chevron are pursuing with the state of Kansas a course of long-term surface and groundwater monitoring to track the natural decline in contamination. Currently, our subsidiary and Chevron are in the process of performing additional surface and groundwater testing. We have accrued for our allocable portion of costs for the additional testing, monitoring and risk assessments that could be reasonably estimated, which is included in our accrued liabilities for environmental matters discussed above. The estimated amount is not discounted to its present value. | ||||
In addition during 2010, the Kansas Department of Health and Environment (“KDHE”) notified our subsidiary and Chevron that the Hallowell Facility has been referred to the KDHE’s Natural Resources Trustee, who is to consider and recommend restoration, replacement and/or whether to seek compensation. KDHE will consider the recommendations in its evaluation. Currently, it is unknown what damages the KDHE would claim, if any. The ultimate required remediation, if any, is unknown. | ||||
The nature and extent of a portion of the requirements are also not currently defined, and the associated costs (or range of costs) are not currently reasonably estimable. Therefore, no liability has been established at March 31, 2014, in connection with the KDHE’s Natural Resources Trustee matter. | ||||
B. Other Pending, Threatened or Settled Litigation | ||||
During April 2013, an explosion and fire occurred at the West Fertilizer Co. (“West Fertilizer”), located in West, Texas, causing death, bodily injury and substantial property damage. West Fertilizer is not owned or controlled by us, but West Fertilizer had been a customer of EDC, purchasing AN from EDC from time to time. LSB and EDC previously received letters from counsel purporting to represent subrogated insurance carriers, personal injury claimants and persons who suffered property damages informing them that their clients are conducting investigations into the cause of the explosion and fire to determine, among other things, whether AN manufactured by EDC and supplied to West Fertilizer was stored at West Fertilizer at the time of the explosion and, if so, whether such AN may have been one of the contributing factors of the explosion. Other manufacturers of AN also supplied AN to West Fertilizer. Initially, the lawsuits that had been filed named West Fertilizer and another supplier of AN as defendants. Although EDC does not believe that its product was in storage at West Fertilizer at the time of the explosion, there have been certain responses to interrogatories during discovery in connection with the pending lawsuits that some of the AN products at West Fertilizer at the time of the explosion may have possibly been produced by EDC. As a result, during the first quarter of 2014, EDC and LSB were named as defendants, together with other AN manufactures and brokers that arranged the transport and delivery of AN to West Fertilizer, in the case styled City of West, Texas v CF Industries, Inc., et al, in the District Court of McLennan County, Texas. Plaintiffs are alleging, among other things, that LSB and EDC were negligent in the production and inspection of fertilizer products sold to West Fertilizer resulting in death, personal injury and property damage. EDC has retained a firm specializing in cause and origin investigations, with particular experience with fertilizer facilities, to assist EDC in its own investigation. LSB and EDC have placed its liability insurance carrier on notice of this matter. Our product liability insurance policies have aggregate limits of general liability totaling $100 million, with a self-insured retention of $250,000. As of March 31, 2014, no liability has been established in connection with this matter, but we have incurred professional fees being applied against our self-insured retention amount. | ||||
We are also involved in various other claims and legal actions including claims for damages resulting from water leaks related to our Climate Control products and other product liability occurrences. Most of the product liability claims are covered by our general liability insurance, which generally includes a deductible of $250,000 per claim. For any claims or legal actions that we have assessed the likelihood of our liability as probable, we have recognized our estimated liability up to the applicable deductible. At March 31, 2014, our accrued general liability insurance claims were $250,000 and are included in accrued and other liabilities. It is possible that the actual future development of claims could be different from our estimates but, after consultation with legal counsel, we believe that changes in our estimates will not have a material effect on our business, financial condition, results of operations or cash flows. |
Derivatives_Hedges_Financial_I
Derivatives, Hedges, Financial Instruments and Carbon Credits | 3 Months Ended | ||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||||||
Derivatives, Hedges, Financial Instruments and Carbon Credits | ' | ||||||||||||||||||||
Note 10: Derivatives, Hedges, Financial Instruments and Carbon Credits | |||||||||||||||||||||
We currently have two classes of contracts that are accounted for on a fair value basis, which are commodities futures/forward contracts (“commodities contracts”) and interest rate contracts as discussed below. All of these contracts are used as economic hedges for risk management purposes but are not designated as hedging instruments. In addition, as discussed below, we are issued climate reserve tonnes (“carbon credits”), of which a certain portion of the carbon credits are to be sold and the proceeds given to Bayer Material Science LLC (“Bayer”). The assets for carbon credits are accounted for on a fair value basis as discussed below. Also, the contractual obligations to give the related proceeds to Bayer are accounted for on a fair value basis (as discussed below) unless we enter into a firm sales commitment to sell the carbon credits. The valuations of these assets and liabilities were determined based on quoted market prices or, in instances where market quotes are not available, other valuation techniques or models used to estimate fair values. | |||||||||||||||||||||
The valuations of contracts classified as Level 1 are based on quoted prices in active markets for identical contracts. The valuations of contracts classified as Level 2 are based on quoted prices for similar contracts and valuation inputs other than quoted prices that are observable for these contracts. At March 31, 2014, the valuations of contracts classified as Level 2 related to certain futures/forward natural gas contracts and interest rate swap contracts. For these contracts, we utilize valuation software and market data from third-party providers. For the natural gas contracts, these contracts are valued using the prices pursuant to the terms of the contracts and using market information for futures/forward natural gas prices. At March 31, 2014, the valuation inputs included the contractual weighted-average cost of $3.95 per MMBtu and the estimated weighted-average market value of $4.29 per MMBtu. For interest rate swap contracts, these contracts are valued using a discounted cash flow model that calculates the present value of future cash flows pursuant to the terms of the contracts and using market information for forward interest-rate yield curves. At March 31, 2014, the valuation inputs included the contractual weighted-average pay rate of 3.23% and the estimated market weighted-average receive rate of 0.53%. No valuation input adjustments were considered necessary relating to nonperformance risk for the contracts discussed above. | |||||||||||||||||||||
The valuations of assets and liabilities classified as Level 3 are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. At March 31, 2014 and December 31, 2013, the valuations ($2.50 and $1.00 per carbon credit, respectively) of the carbon credits and the contractual obligations associated with these carbon credits are classified as Level 3 and are based on a March 2014 sales transaction and on the range of ask/bid prices obtained from a broker adjusted downward due to minimal market volume activity, respectively. The valuations are using undiscounted cash flows based on management’s assumption that the carbon credits would be sold and the associated contractual obligations would be extinguished in the near term. In addition, no valuation input adjustments were considered necessary relating to nonperformance risk for the carbon credits and associated contractual obligations. | |||||||||||||||||||||
Commodities Contracts | |||||||||||||||||||||
Raw materials for use in our manufacturing processes include copper used by our Climate Control Business and anhydrous ammonia and natural gas used by our Chemical Business. As part of our raw material price risk management, we periodically enter into futures/forward contracts for these materials, which contracts may be required to be accounted for on a mark-to-market basis. At March 31, 2014 and December 31, 2013, we did not have any futures/forward copper contracts. At March 31, 2014, our futures/forward natural gas contracts were for 2,140,000 MMBtu of natural gas through October 2014 at a weighted-average cost of $3.95 per MMBtu. At December 31, 2013, our futures/forward natural gas contracts were for 1,530,000 MMBtu of natural gas through October 2014 at a weighted-average cost of $3.98 per MMBtu. The cash flows relating to these contracts are included in cash flows from continuing operating activities. | |||||||||||||||||||||
Interest Rate Contracts | |||||||||||||||||||||
As part of our interest rate risk management, we periodically purchase and/or enter into various interest rate contracts. In February 2011, we entered into an interest rate swap at no cost, which sets a fixed three-month LIBOR rate of 3.23% on a declining balance (from $23.8 million to $18.8 million) for the period beginning in April 2012 through March 2016. This contract is a free-standing derivative and is accounted for on a mark-to-market basis. During the three months ended March 31, 2014 and 2013, no cash flows occurred relating to the purchase or sale of interest rate contracts. The cash flows associated with the interest rate swap payments are included in cash flows from continuing operating activities. | |||||||||||||||||||||
Carbon Credits and Associated Contractual Obligation | |||||||||||||||||||||
Periodically, we are issued carbon credits by the Climate Action Reserve in relation to a greenhouse gas reduction project (“Project”) performed at the Baytown Facility. Pursuant to the terms of the agreement with Bayer, a certain portion of the carbon credits are to be used to recover the costs of the Project, and any balance thereafter to be allocated between Bayer and EDN. We have no obligation to reimburse Bayer for their costs associated with the Project, except through the transfer or sale of the carbon credits when such credits are issued to us. The assets for carbon credits are accounted for on a fair value basis and the contractual obligations associated with these carbon credits are also accounted for on a fair value basis (unless we enter into a sales commitment to sell the carbon credits). At March 31, 2014 and December 31, 2013, we had approximately 669,000 and 1,284,000 carbon credits, respectively, all of which were subject to contractual obligations. The cash flows associated with the carbon credits and the associated contractual obligations are included in cash flows from continuing investing activities. | |||||||||||||||||||||
The following details our assets and liabilities that are measured at fair value on a recurring basis at March 31, 2014 and December 31, 2013: | |||||||||||||||||||||
Fair Value Measurements at | |||||||||||||||||||||
March 31, 2014 Using | |||||||||||||||||||||
Description | Total Fair | Quoted Prices | Significant | Significant | Total Fair | ||||||||||||||||
Value At | in Active | Other | Unobservable | Value at | |||||||||||||||||
March 31, | Markets for | Observable | Inputs | December 31, | |||||||||||||||||
2014 | Identical | Inputs | (Level 3) | 2013 | |||||||||||||||||
Assets | (Level 2) | ||||||||||||||||||||
(Level 1) | |||||||||||||||||||||
(In Thousands) | |||||||||||||||||||||
Assets—Supplies, prepaid items and other: | |||||||||||||||||||||
Commodities contracts | $ | 730 | $ | — | $ | 730 | $ | — | $ | 31 | |||||||||||
Carbon credits | 1,673 | — | — | 1,673 | 1,284 | ||||||||||||||||
Total | $ | 2,403 | $ | — | $ | 730 | $ | 1,673 | $ | 1,315 | |||||||||||
Liabilities—Current and noncurrent accrued and other liabilities: | |||||||||||||||||||||
Contractual obligations—carbon credits | $ | 1,673 | — | — | 1,673 | 1,284 | |||||||||||||||
Interest rate contracts | 1,100 | — | 1,100 | — | 1,240 | ||||||||||||||||
Total | $ | 2,773 | $ | — | $ | 1,100 | $ | 1,673 | $ | 2,524 | |||||||||||
None of our assets or liabilities measured at fair value on a recurring basis transferred between Level 1 and Level 2 classifications for the periods presented below except for certain futures/forward natural gas contracts (an asset with an estimated fair value of $31,000 at December 31, 2013) that were transferred from Level 1 to Level 2 since a portion of these contracts are expected to be settled on dates that quoted prices are not available. As a result, we are utilizing observable market | |||||||||||||||||||||
data other than quoted prices to value these contracts. The classification transfer of the contracts was deemed to occur on January 1, 2014. In addition, the following is a reconciliation of the beginning and ending balances for assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3): | |||||||||||||||||||||
Assets | Liabilities | ||||||||||||||||||||
Three Months Ended | Three Months Ended | ||||||||||||||||||||
March 31, | March 31, | ||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||||||
(In Thousands) | |||||||||||||||||||||
Beginning balance | $ | 1,284 | $ | 91 | $ | (1,284 | ) | $ | (91 | ) | |||||||||||
Transfers into Level 3 | — | — | — | — | |||||||||||||||||
Transfers out of Level 3 | — | — | — | — | |||||||||||||||||
Total realized and unrealized gain (loss) included in operating results | 1,925 | 233 | (1,634 | ) | (233 | ) | |||||||||||||||
Purchases | — | — | — | — | |||||||||||||||||
Issuances | — | — | — | — | |||||||||||||||||
Sales | (1,536 | ) | (12 | ) | — | — | |||||||||||||||
Settlements | — | — | 1,245 | 12 | |||||||||||||||||
Ending balance | $ | 1,673 | $ | 312 | $ | (1,673 | ) | $ | (312 | ) | |||||||||||
Total gains (losses) for the period included in operating results attributed to the change in unrealized gains or losses on assets and liabilities still held at the reporting date | $ | 1,004 | $ | 221 | $ | (1,004 | ) | $ | (221 | ) | |||||||||||
Net gains (losses) included in operating results and the classifications within the statement of operations are as follows: | |||||||||||||||||||||
Three Months Ended | |||||||||||||||||||||
March 31, | |||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||
(In Thousands) | |||||||||||||||||||||
Total net gains (losses) included in operating results: | |||||||||||||||||||||
Cost of sales—Undesignated commodities contracts | $ | 2,216 | $ | (162 | ) | ||||||||||||||||
Other income—Carbon credits | 1,925 | 233 | |||||||||||||||||||
Other expenses—Contractual obligations relating to carbon credits | (1,634 | ) | (233 | ) | |||||||||||||||||
Interest expense—Undesignated interest rate contract | (20 | ) | 1 | ||||||||||||||||||
$ | 2,487 | $ | (161 | ) | |||||||||||||||||
At March 31, 2014 and December 31, 2013, we did not have any financial instruments with fair values significantly different from their carrying amounts, except for the Senior Secured Notes. The estimated fair value of the Senior Secured Notes exceeded the carrying value by approximately $35 million and $20 million, respectively. The valuations are classified as Level 2 and based on a range of ask/bid prices. For March 31, 2014, the range was (107.8 to 108.8) and for December 31, 2013, the range was of (104.5 to 104.9). These notes currently trade in a limited and low volume market since these notes have not yet been registered. The valuations of our other long-term debt agreements are classified as Level 3 and are based on valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. The fair value measurements of our other long-term debt agreements are valued using a discounted cash flow model that calculates the present value of future cash flows pursuant to the terms of the debt agreements and applies estimated current market interest rates. The estimated current market interest rates are based primarily on interest rates currently being offered on borrowings of similar amounts and terms. In addition, no valuation input adjustments were considered necessary relating to nonperformance | |||||||||||||||||||||
risk for our debt agreements. The fair value of financial instruments is not indicative of the overall fair value of our assets and liabilities since financial instruments do not include all assets, including intangibles, and all liabilities. Also see discussions concerning certain assets and liabilities initially accounted for on a fair value basis under Note 7 – Asset Retirement Obligations. |
Income_Taxes
Income Taxes | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Income Taxes | ' | ||||||||
Note 11: Income Taxes | |||||||||
Provision (benefit) for income taxes are as follows: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Current: | |||||||||
Federal | $ | 980 | $ | (970 | ) | ||||
State | 675 | (115 | ) | ||||||
Total Current | 1,655 | (1,085 | ) | ||||||
Deferred: | |||||||||
Federal | 5,393 | 309 | |||||||
State | 606 | 31 | |||||||
Total Deferred | 5,999 | 340 | |||||||
Provision (benefit) for income taxes | $ | 7,654 | $ | (745 | ) | ||||
For the three months ended March 31, 2014 and 2013, the current provision (benefit) for federal income taxes shown above includes regular federal income tax after the consideration of permanent and temporary differences between income (loss) for GAAP and tax purposes, including the benefit related to the retroactive tax relief for certain tax provisions that expired in 2012 as discussed below. For the three months ended March 31, 2014 and 2013, the current provision (benefit) for state income taxes shown above includes regular state income tax and provisions for uncertain state income tax positions. | |||||||||
Our annual estimated effective tax rate for 2013 includes the impact of permanent tax differences, such as the domestic manufacturer’s deduction, the advanced energy credit and other permanent items. In connection with the American Taxpayer Relief Act of 2012 that was signed into law in January 2013, we recorded a one-time benefit of approximately $0.5 million related to the retroactive tax relief for certain tax provisions that expired in 2012. Because the legislation was signed into law after December 31, 2012, the retroactive effects of the law was reflected in the first quarter of 2013 and impacted the estimated effective tax rate for 2013. | |||||||||
The tax provision for the three months ended March 31, 2014 was $7.7 million (40% of pre-tax income,) and a tax benefit of $0.7 million (38% of pre-tax loss, excluding the impact of the 2012 retroactive tax benefits) for the three months ended March 31, 2013. | |||||||||
LSB and certain of its subsidiaries file income tax returns in the U.S. federal jurisdiction and various state jurisdictions. With few exceptions, the 2010-2012 years remain open for all purposes of examination by the U.S. Internal Revenue Service (“IRS”) and other major tax jurisdictions. We are under examination by the IRS for the tax years 2008-2010. As of March 31, 2014, the IRS has proposed certain adjustments, which we are protesting. We anticipate that the adjustments, if any, will not result in a material change to our financial position, results of operations and cash flows. |
Property_and_Business_Interrup
Property and Business Interruption Insurance Claims and Recoveries | 3 Months Ended |
Mar. 31, 2014 | |
Text Block [Abstract] | ' |
Property and Business Interruption Insurance Claims and Recoveries | ' |
Note 12: Property and Business Interruption Insurance Claims and Recoveries | |
Cherokee Facility | |
On November 13, 2012, a pipe ruptured within our Cherokee Facility causing damage primarily to the heat exchanger portion of its ammonia plant. No serious injuries or environmental impact resulted from the pipe rupture. As a result of the damage, the Cherokee Facility could only produce, on a limited basis, nitric acid and AN solution from purchased ammonia until the repairs were completed. Our insurance policy provided, for the policy period covering this claim, for repair or replacement cost coverage relating to property damage with a $2.5 million deductible and provided for business interruption coverage for certain lost profits and extra expense with a 30-day waiting period. As a result of this event, a notice of insurance claims for property damage and business interruption was filed with the insurance carriers. | |
Based upon our assessment that it was probable that the amount of coverage for property damages would exceed our property loss deductible, the net book value of the damaged property and other recoverable costs incurred, we recorded an insurance claim receivable relating to this event, which offset the loss on the disposal of the damaged property and certain repairs and clean-up costs incurred (“recoverable costs”). | |
In March 2013, our insurance carriers approved payments relating to our business interruption claim totaling $15 million. We received correspondence associated with the approval, which stated that our insurance carriers were still investigating the circumstances surrounding this event (including the cause of this event, scope of our losses and support for our claim) under a reservation of rights. | |
The business interruption insurance recovery of $15 million was applied against recoverable costs (primarily relating to additional expenses associated with purchased product sold or used in products sold to our customers while our facility was being repaired) totaling $10.1 million as a reduction to cost of sales during the first quarter of 2013. The insurance recovery in excess of recoverable costs of $4.9 million was not recognized at March 31, 2013 since a portion of this amount related to recoverable costs, which we were unable to conclude that it was at least probable (for financial reporting purposes) that these costs would be approved and a portion of this amount related to lost profits, which was considered a gain contingency. | |
In January 2014, we settled the claim with our insurance carriers for the aggregate amount of approximately $43.5 million, including the $15.0 million paid to us as discussed above and the remaining $28.5 million was paid to us in January 2014. As it relates to the $28.5 million paid in January 2014, for financial reporting purposes, we allocated $7.0 million to our property insurance claim and $21.5 million to our business interruption claim primarily based on negotiations with our insurance carriers concerning our claims. | |
The $7.0 million allocated to the property insurance claim was partially applied against our insurance claim receivable, consisting of recoverable costs, totaling $1.9 million at December 31, 2013. The insurance recovery in excess of the recoverable costs of $5.1 million was recognized as property insurance recoveries in excess of losses incurred in the first quarter of 2014. | |
The insurance recovery of $21.5 million allocated to the business interruption claim was recognized as a reduction to cost of sales in the first quarter of 2014. In addition, the insurance recovery in excess of recoverable costs of $1.4 million (that was deferred and included in deferred gain on insurance recoveries at December 31, 2013) was recognized as a reduction to cost of sales in the first quarter of 2014. |
Other_Expense_Income_and_NonOp
Other Expense, Income and Non-Operating Other Expense (Income), net | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Other Income And Expenses [Abstract] | ' | ||||||||
Other Expense, Income and Non-Operating Other Expense (Income), net | ' | ||||||||
Note 13: Other Expense, Income and Non-Operating Other Expense (Income), net | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Other expense: | |||||||||
Realized and unrealized losses on contractual obligations associated with carbon credits | $ | 1,634 | $ | 233 | |||||
Losses on sales and disposals of property and equipment | 844 | 50 | |||||||
Dismantle and demolition expense (1) | — | 1,188 | |||||||
Miscellaneous penalties | — | 312 | |||||||
Impairment on long-lived assets | — | 210 | |||||||
Miscellaneous expense (2) | 105 | 37 | |||||||
Total other expense | $ | 2,583 | $ | 2,030 | |||||
Other income: | |||||||||
Realized and unrealized gains on carbon credits | $ | 1,925 | $ | 233 | |||||
Settlements of litigation and potential litigation (3) | — | 545 | |||||||
Miscellaneous income (2) | 149 | 184 | |||||||
Total other income | $ | 2,074 | $ | 962 | |||||
Other expense, net | $ | 509 | $ | 1,068 | |||||
Non-operating other expense (income), net: | |||||||||
Interest income | $ | (95 | ) | $ | (8 | ) | |||
Miscellaneous expense (2) | 18 | 24 | |||||||
Total non-operating other expense (income), net | $ | (77 | ) | $ | 16 | ||||
-1 | Amount relates to the dismantling and demolition of certain plant and equipment at our chemical facilities. | ||||||||
-2 | Amounts represent numerous unrelated transactions, none of which are individually significant requiring separate disclosure. | ||||||||
-3 | Amount relates primarily to a settlement reached associated with a class action insurance brokerage antitrust litigation. |
Segment_Information
Segment Information | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
Segment Information | ' | ||||||||
Note 14: Segment Information | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Net sales: | |||||||||
Chemical (1) | $ | 115,221 | $ | 77,490 | |||||
Climate Control | 60,349 | 70,270 | |||||||
Other | 2,955 | 2,919 | |||||||
$ | 178,525 | $ | 150,679 | ||||||
Gross profit: (2) | |||||||||
Chemical (1) | $ | 28,426 | $ | 2,411 | |||||
Climate Control | 19,264 | 21,982 | |||||||
Other | 1,032 | 1,029 | |||||||
$ | 48,722 | $ | 25,422 | ||||||
Operating income (loss): (3) | |||||||||
Chemical (1) | $ | 28,813 | $ | (3,806 | ) | ||||
Climate Control | 4,332 | 6,384 | |||||||
Other | 387 | 321 | |||||||
General corporate expenses (4) | (7,671 | ) | (3,136 | ) | |||||
25,861 | (237 | ) | |||||||
Interest expense, net (5) | 6,708 | 731 | |||||||
Non-operating expense (income), net: | |||||||||
Chemical | (77 | ) | — | ||||||
Corporate and other business operations | — | 16 | |||||||
Provision (benefit) for income taxes | 7,654 | (745 | ) | ||||||
Equity in earnings of affiliate—Climate Control | (67 | ) | (171 | ) | |||||
Income (loss) from continuing operations | $ | 11,643 | $ | (68 | ) | ||||
-1 | During the first quarter of 2014, our Chemical Business experienced downtime at the Pryor Facility resulting in lost production and adverse effect on operating results. During the first quarter of 2013, our Chemical Business experienced downtime at the Cherokee, El Dorado and Pryor Facilities resulting in lost production and adverse effect on operating results. We also recognized insurance recoveries in both periods as discussed in Note 12 – Property and Business Interruption Insurance Claims and Recoveries. | ||||||||
-2 | Gross profit by business segment represents net sales less cost of sales. Gross profit classified as “Other” relates to the sales of industrial machinery and related components. | ||||||||
-3 | Our chief operating decision makers use operating income (loss) by business segment for purposes of making decisions that include resource allocations and performance evaluations. Operating income (loss) by business segment represents gross profit by business segment less selling, general and administrative expense (“SG&A”) incurred by each business segment plus other income and other expense earned/incurred by each business segment before general corporate expenses. | ||||||||
-4 | General corporate expenses consist of SG&A, other income and other expense that are not allocated to one of our business segments. General corporate expenses consist of the following: | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Selling, general and administrative: | |||||||||
Fees and expenses relating to certain activist shareholders’ proposals (A) | $ | (4,163 | ) | $ | — | ||||
Personnel costs | (1,715 | ) | (1,687 | ) | |||||
Professional fees | (1,188 | ) | (1,423 | ) | |||||
All other | (628 | ) | (616 | ) | |||||
Total selling, general and adminsitrative | (7,694 | ) | (3,726 | ) | |||||
Other income | 23 | 590 | |||||||
Total general corporate expenses | $ | (7,671 | ) | $ | (3,136 | ) | |||
(A) | During the three months ended March 31, 2014, we incurred fees and expenses in evaluating and analyzing proposals received from certain activist shareholders and dealing, negotiating and settling with those shareholders in order to avoid a proxy contest. | ||||||||
-5 | During the three months ended March 31, 2014 and 2013, interest expense is net of capitalized interest of $2.3 million and $0.4 million, respectively. | ||||||||
Information about our total assets by business segment is as follows: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Chemical | $ | 885,319 | $ | 842,725 | |||||
Climate Control | 140,927 | 159,960 | |||||||
Other | 6,170 | 6,832 | |||||||
Corporate assets | 57,889 | 73,580 | |||||||
Total assets | $ | 1,090,305 | $ | 1,083,097 | |||||
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2014 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
Note 15: Related Party Transactions | |
Golsen Group | |
In March 2013 and February 2014, we paid or declared dividends totaling $300,000, respectively, on our Series B Preferred and our Series D Preferred. The Series B Preferred and Series D Preferred are non-redeemable preferred stocks issued in 1986 and 2001, respectively, of which all outstanding shares are owned by Jack E. Golsen (“Golsen”), our Chairman of the Board and Chief Executive Officer, members of his immediate family (spouse and children), including Barry H. Golsen, our Vice Chairman, President and Chief Operating Officer, Steven J. Golsen, our Chief Operating Officer of our Climate Control Business, entities owned by them and trusts for which they possess voting or dispositive power as trustee (together, the “Golsen Group”). |
Supplemental_Cash_Flow_Informa
Supplemental Cash Flow Information | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Supplemental Cash Flow Elements [Abstract] | ' | ||||||||
Supplemental Cash Flow Information | ' | ||||||||
Note 16: Supplemental Cash Flow Information | |||||||||
The following provides additional information relating to cash flow activities: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Cash payments (refunds) for income taxes, net | $ | (6,895 | ) | $ | 9,715 | ||||
Noncash investing and financing activities: | |||||||||
Accounts payable and long-term debt associated with additions of property, plant and equipment | $ | 13,061 | $ | 20,510 |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Basis of Consolidation and Presentation | ' |
Basis of Consolidation and Presentation—LSB Industries, Inc. (“LSB”) and its subsidiaries (the “Company”, “We”, “Us”, or “Our”) are consolidated in the accompanying condensed consolidated financial statements. We are involved in manufacturing and marketing operations. We are primarily engaged in the manufacture and sale of chemical products (the “Chemical Business”) and the manufacture and sale of geothermal and water source heat pumps and air handling products (the “Climate Control Business”). LSB is a holding company with no significant operations or assets other than cash, cash equivalents, and investments in its subsidiaries. Our Chemical Business’ ownership of working interests in natural gas properties is accounted for as an undivided interest, whereby we reflect our proportionate share of the underlying assets, liabilities, revenues and expenses. Our working interest represents our share of the costs and expenses incurred primarily to develop the underlying leaseholds and to produce natural gas while our net revenue interest represents our share of the revenues from the sale of natural gas. The net revenue interest is less than our working interest as the result of royalty interest due to others. We are not the operator of these natural gas properties. Entities that are 20% to 50% owned and for which we have significant influence are accounted for on the equity method. All material intercompany accounts and transactions have been eliminated. | |
In the opinion of management, the unaudited condensed consolidated financial statements of the Company as of March 31, 2014 and for the three month periods ended March 31, 2014 and 2013 include all adjustments and accruals, consisting of normal, recurring accrual adjustments which are necessary for a fair presentation of the results for the interim periods. These interim results are not necessarily indicative of results for a full year due, in part, to the seasonality of our sales of agricultural products, certain downtime events associated with our chemical facilities, and the timing of performing our major plant maintenance activities. Our selling seasons for agricultural products are primarily during the spring and fall planting seasons, which typically extend from March through June and from September through November. | |
Certain information and footnote disclosures normally included in financial statements prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) have been condensed or omitted in this Form 10-Q pursuant to the rules and regulations of the SEC. These condensed consolidated financial statements should be read in connection with our audited consolidated financial statements and notes thereto included in our 2013 Form 10-K. | |
Reclassifications | ' |
Reclassifications—Reclassifications have been made in our condensed consolidated statement of cash flows for the three months ended March 31, 2013 to conform to our condensed consolidated statement of cash flows for the three months ended March 31, 2014, which reclassifications combined various operating activities line items. These reclassifications did not impact the total amount of net cash used by continuing operating activities for the three months ended March 31, 2013. | |
Use of Estimates | ' |
Use of Estimates—The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
Cash and Cash Equivalents | 'Cash and Cash Equivalents—Investments, which consist of highly liquid investments with original maturities of three months or less, are considered cash equivalents. At March, 31, 2014, the cash and cash equivalents balance exceeded the FDIC-insured limits by approximately $8 million. All of these cash balances were held by financial institutions within the U.S. |
Noncurrent Restricted Cash and Cash Equivalents | 'Noncurrent Restricted Cash and Cash Equivalents—Noncurrent restricted cash and cash equivalents consist of balances that are designated by us for specific purposes relating to capital projects. At March 31, 2014, the noncurrent restricted cash and cash equivalents balance exceeded the FDIC-insured limits by approximately $122 million. All of this balance was held by financial institutions within the U.S. |
Recognition of Insurance Recoveries | 'Recognition of Insurance Recoveries—If an insurance claim relates to a recovery of our losses, we recognize the recovery when it is probable and reasonably estimable. If our insurance claim relates to a contingent gain, we recognize the recovery when it is realized or realizable and earned. Amounts recoverable from our insurance carriers, if any, are included in accounts receivable. An insurance recovery in excess of recoverable costs relating to a business interruption claim, if any, is a reduction to cost of sales. An insurance recovery in excess of recoverable costs relating to a property insurance claim, if any, is included in property insurance recoveries in excess of losses incurred. |
Income_Loss_Per_Common_Share_T
Income (Loss) Per Common Share (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Computation of Basic and Diluted Net Income Per Common Share | ' | ||||||||
The following table sets forth the computation of basic and diluted net income (loss) per common share: | |||||||||
(Dollars In Thousands, Except Per Share Amounts) | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Numerator: | |||||||||
Net income (loss) | $ | 11,641 | $ | (68 | ) | ||||
Dividends on Series B Preferred | (240 | ) | (240 | ) | |||||
Dividends on Series D Preferred | (60 | ) | (60 | ) | |||||
Total dividends on preferred stocks | (300 | ) | (300 | ) | |||||
Numerator for basic net income (loss) per common share—net income (loss) applicable to common stock | 11,341 | (368 | ) | ||||||
Dividends on preferred stocks assumed to be converted, if dilutive | 300 | — | |||||||
Numerator for diluted net income (loss) per common share | $ | 11,641 | $ | (368 | ) | ||||
Denominator: | |||||||||
Denominator for basic net income (loss) per common share—weighted-average shares | 22,532,522 | 22,423,616 | |||||||
Effect of dilutive securities: | |||||||||
Convertible preferred stocks | 916,666 | — | |||||||
Stock options | 190,519 | — | |||||||
Dilutive potential common shares | 1,107,185 | — | |||||||
Denominator for diluted net income (loss) per common share—adjusted weighted-average shares and assumed conversions | 23,639,707 | 22,423,616 | |||||||
Basic net income (loss) per common share | $ | 0.5 | $ | (0.02 | ) | ||||
Diluted net income (loss) per common share | $ | 0.49 | $ | (0.02 | ) | ||||
Antidilutive Securities Excluded from Computation of Earning Per Share | ' | ||||||||
The following weighted-average shares of securities were not included in the computation of diluted net income (loss) per common share as their effect would have been antidilutive: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Convertible preferred stocks | — | 916,666 | |||||||
Stock options | 280,000 | 713,247 | |||||||
280,000 | 1,629,913 | ||||||||
Accounts_Receivable_net_Tables
Accounts Receivable, net (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Receivables [Abstract] | ' | ||||||||
Net Accounts Receivable | ' | ||||||||
Our accounts receivables, net, consists of the following: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Trade receivables | $ | 89,755 | $ | 77,899 | |||||
Insurance claims | — | 1,865 | |||||||
Other | 1,414 | 1,633 | |||||||
91,169 | 81,397 | ||||||||
Allowance for doubtful accounts | (559 | ) | (827 | ) | |||||
$ | 90,610 | $ | 80,570 | ||||||
Current_and_Noncurrent_Accrued1
Current and Noncurrent Accrued and Other Liabilities (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||
Summary of Current and Noncurrent Accrued and Other Liabilities | ' | ||||||||
Our current and noncurrent accrued and other liabilities consist of the following: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Accrued warranty costs | $ | 7,578 | $ | 7,297 | |||||
Deferred revenue on extended warranty contracts | 7,518 | 7,407 | |||||||
Accrued payroll and benefits | 7,163 | 8,981 | |||||||
Accrued interest | 6,378 | 13,925 | |||||||
Customer deposits | 5,226 | 5,500 | |||||||
Other | 21,892 | 23,083 | |||||||
55,755 | 66,193 | ||||||||
Less noncurrent portion | 17,437 | 17,086 | |||||||
Current portion of accrued and other liabilities | $ | 38,318 | $ | 49,107 | |||||
Accrued_Warranty_Costs_Tables
Accrued Warranty Costs (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Guarantees [Abstract] | ' | ||||||||
Changes in Product Warranty Obligation (Accrued Warranty Costs) | ' | ||||||||
Changes in our product warranty obligation (accrued warranty costs) are as follows: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Balance at beginning of period | $ | 7,297 | $ | 6,172 | |||||
Amounts charged to costs and expenses | 2,227 | 1,990 | |||||||
Costs incurred | (1,946 | ) | (1,676 | ) | |||||
Balance at end of period | $ | 7,578 | $ | 6,486 | |||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Schedule of Long-Term Debt | ' | ||||||||
Our long-term debt consists of the following: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Working Capital Revolver Loan (A) | $ | — | $ | — | |||||
7.75% Senior Secured Notes due 2019 (B) | 425,000 | 425,000 | |||||||
Secured Promissory Note (C) | 27,888 | 29,555 | |||||||
Other, with a current weighted-average interest rate of 3.96%, most of which is secured by machinery and equipment | 8,996 | 8,412 | |||||||
461,884 | 462,967 | ||||||||
Less current portion of long-term debt | 9,748 | 9,262 | |||||||
Long-term debt due after one year | $ | 452,136 | $ | 453,705 | |||||
(A) Effective December 31, 2013, LSB and certain of its wholly-owned subsidiaries (the “Borrowers”) entered into an amendment to the existing senior secured revolving credit facility (the “Amended Working Capital Revolver”). Pursuant to the terms of the Amended Working Capital Revolver Loan, the Borrowers may borrow on a revolving basis up to $100.0 million, based on specific percentages of eligible accounts receivable and inventories. In addition, the Amended Working Capital Revolver Loan and the Senior Secured Notes are cross collateralized as discussed in (B) below. The Amended Working Capital Revolver Loan will mature on April 13, 2018. | |||||||||
The Amended Working Capital Revolver Loan accrues interest at a base rate (generally equivalent to the prime rate) plus 0.50% if borrowing availability is greater than $25.0 million, otherwise plus 0.75% or, at our option, accrues interest at LIBOR plus 1.50% if borrowing availability is greater than $25.0 million, otherwise LIBOR plus 1.75%. At March 31, 2014, the interest rate was 3.75% based on LIBOR. Interest is paid monthly, if applicable. | |||||||||
The Amended Working Capital Revolver Loan provides for up to $15.0 million of letters of credit. All letters of credit outstanding reduce availability under the Amended Working Capital Revolver Loan. As of March 31, 2014, the amount available for borrowing under the Amended Working Capital Revolver Loan was approximately $79.7 million. Under the Amended Working Capital Revolver Loan, the lender also requires the Borrowers to pay a letter of credit fee equal to 1% per annum of the undrawn amount of all outstanding letters of credit, an unused line fee equal to .25% per annum for the excess amount available under the Amended Working Capital Revolver Loan not drawn and various other audit, appraisal and valuation charges. | |||||||||
The lender has the ability to, upon an event of default, as defined, terminate the Amended Working Capital Revolver Loan and make the balance outstanding, if any, due and payable in full. | |||||||||
The Amended Working Capital Revolver Loan requires the Borrowers to meet a minimum fixed charge coverage ratio of not less than 1.10 to 1, if at any time the excess availability (as defined by the Amended Working Capital Revolver Loan), under the Amended Working Capital Revolver Loan, is less than or equal to $12.5 million. This ratio will be measured monthly on a trailing twelve month basis and as defined in the agreement. The Amended Working Capital Revolver Loan contains covenants that, among other things, limit the Borrowers’ ability, without consent of the lender and with certain exceptions, to: | |||||||||
• | incur additional indebtedness; | ||||||||
• | create liens on, sell or otherwise dispose of our assets; | ||||||||
• | engage in certain fundamental corporate changes or changes to our business activities; | ||||||||
• | make certain material acquisitions; | ||||||||
• | make other restricted payments, including investments; | ||||||||
• | repay certain indebtedness; | ||||||||
• | engage in certain affiliate transactions; | ||||||||
• | declare dividends and distributions; | ||||||||
• | engage in mergers, consolidations or other forms of recapitalization; or | ||||||||
• | dispose assets. | ||||||||
The Amended Working Capital Revolver Loan allows the Borrowers and subsidiaries under the Senior Secured Notes to guarantee those notes. | |||||||||
So long as both immediately before and after giving effect to any of the following, excess availability, as defined by the Amended Working Capital Revolver Loan, is equal to or greater than the greater of (x) 20% of the maximum revolver commitment or (y) $20 million, the Amended Working Capital Revolver will allow each of the Borrowers under the Amended Working Capital Revolver Loan to make: | |||||||||
• | distributions and pay dividends by LSB with respect to amounts in excess of $0.5 million during each fiscal year; | ||||||||
• | acquisitions of treasury stock by LSB with respect to amounts in excess of $0.5 million during each fiscal year; | ||||||||
• | certain hedging agreements; | ||||||||
• | investments in joint ventures and certain subsidiaries of LSB in an aggregate amount not exceeding $35.0 million; and | ||||||||
• | other investments in an aggregate amount not exceeding $50.0 million at any one time outstanding. | ||||||||
The Amended Working Capital Revolver Loan includes customary events of default, including events of default relating to nonpayment of principal and other amounts owing under the Amended Working Capital Revolver Loan from time to time, any material misstatement or misrepresentation and breaches of representations and warranties made, violations of covenants, cross-payment default to indebtedness in excess of $2.5 million, cross-acceleration to indebtedness in excess of $2.5 million, bankruptcy and insolvency events, certain unsatisfied judgments, certain liens, and certain assertions of, or actual invalidity of, certain loan documents. | |||||||||
(B) On August 7, 2013, LSB sold $425 million aggregate principal amount of the 7.75% Senior Secured Notes due 2019 (the “Senior Secured Notes”) in a 144A transaction pursuant to the exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Act”). The Senior Secured Notes are eligible for resale by the investors under Rule144A under the Act. LSB received net proceeds of approximately $351 million, after the payoff of a secured term loan (discussed below), commissions and fees. In connection with the closing, LSB entered into an indenture (the “Indenture”) with UMB Bank, as trustee, governing the Senior Secured Notes and as collateral agent, and will receive customary compensation from us for such services. | |||||||||
The Senior Secured Notes bear interest at the rate of 7.75% per year and mature on August 1, 2019. Interest is to be paid semiannually on February 1st and August 1st. | |||||||||
The Senior Secured Notes are general senior secured obligations of LSB. The Senior Secured Notes are jointly and severally and fully and unconditionally guaranteed by all of LSB’s current wholly-owned subsidiaries, with all of the guarantees, except two, being senior secured guarantees and two being senior unsecured guarantees. The Senior Secured Notes will rank equally in right of payment to all of LSB and the guarantors’ existing and future senior secured debt, including the Amended Working Capital Revolver Loan discussed above, and will be senior in right of payment to all of LSB and the guarantors’ future subordinated indebtedness. LSB does not have independent assets or operations. | |||||||||
Those subsidiaries that provided guarantees of the Senior Secured Notes will be released from such guarantees upon the occurrence of certain events, including the following: | |||||||||
• | the designation of such guarantor as an unrestricted subsidiary; | ||||||||
• | the release or discharge of any guarantee or indebtedness that resulted in the creation of the guarantee of the Senior Secured Notes by such guarantor; | ||||||||
• | the sale or other disposition, including by way of merger or otherwise, of its capital stock or of all or substantially all of the assets, of such guarantor; or | ||||||||
• | LSB’s exercise of its legal defeasance option or its covenant defeasance option as described in the Indenture with LSB’s obligations under the Indenture discharged in accordance with the Indenture. | ||||||||
The Senior Secured Notes will be effectively senior to all existing and future unsecured debt of LSB and the guarantors to the extent of the value of the property and assets subject to liens (“Collateral”) and will be effectively senior to all existing and future obligations under the Amended Working Capital Revolver Loan and other debt to the extent of the value of the certain collateral (“Priority Collateral”). | |||||||||
The Senior Secured Notes will be secured on a first-priority basis by the Notes’ Priority Collateral owned by LSB and the guarantors (other than the two unsecured guarantors) providing security and on a second-priority basis by the certain collateral securing the Amended Working Capital Revolver Loan owned by LSB and the guarantors (other than the two unsecured guarantors), in each case subject to certain liens permitted under the Indenture. The Senior Secured Notes will be equal in priority as to the Priority Collateral owned by LSB and the guarantors with respect to any obligations under any equally ranked lien obligations subsequently incurred. At March 31, 2014, the carrying value of the assets secured on a first-priority basis was approximately $427 million and the carrying value of the assets secured on a second-priority basis was approximately $138 million. | |||||||||
The Senior Secured Notes will be effectively subordinated to all of LSB and the guarantors’ existing and future obligations under the Amended Working Capital Revolver Loan and other debt to the extent of the value of the certain collateral securing such debt and to any of LSB and the guarantors’ existing and future indebtedness that is secured by liens that are not part of the Collateral. The Senior Secured Notes will be structurally subordinated to all of the existing and future indebtedness, preferred stock obligations and other liabilities, including trade payables, of our subsidiaries that do not guarantee the Senior Secured Notes in the future. | |||||||||
Except under certain conditions, the Senior Secured Notes are not redeemable before August 1, 2016. On or after such date, LSB may redeem the Senior Secured Notes at its option, in whole or in part, upon not less than 30 nor more than 60 days’ notice, at the following redemption prices (expressed as percentages of the principal amount thereof), plus accrued and unpaid interest to the redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the twelve-month period commencing on August 1st of the year set forth below: | |||||||||
Year | Percentage | ||||||||
2016 | 103.875 | % | |||||||
2017 | 101.938 | % | |||||||
2018 and thereafter | 100 | % | |||||||
Upon the occurrence of a change of control, as defined in the Indenture, each holder of the Senior Secured Notes will have the right to require that LSB purchase all or a portion of such holder’s notes at a purchase price equal to 101% of the principal amount thereof plus accrued and unpaid interest, if any, to the date of purchase (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date). | |||||||||
The Indenture contains covenants that, among other things, limit LSB’s ability, with certain exceptions and as defined in the Indenture, to: | |||||||||
• | incur additional indebtedness; | ||||||||
• | pay dividends; | ||||||||
• | repurchase LSB’ common and preferred stocks; | ||||||||
• | make investments; | ||||||||
• | repay certain indebtedness; | ||||||||
• | create liens on, sell or otherwise dispose of our assets; | ||||||||
• | engage in mergers, consolidations or other forms of recapitalization; | ||||||||
• | engage in sale-leaseback transactions; or | ||||||||
• | engage in certain affiliate transactions. | ||||||||
As discussed above, approximately $67.2 million of the proceeds from Senior Secured Notes was used to pay all outstanding borrowings, including a prepayment premium, under a secured term loan facility. | |||||||||
In connection with the Senior Secured Notes, LSB entered into a Registration Rights Agreement (the “Registration Rights Agreement”). Pursuant to the Registration Rights Agreement, we have agreed to use our reasonable best efforts to file with the SEC a registration statement (“Registration Statement”) on an appropriate form with respect to a registered offer to exchange the notes for new notes with terms substantially identical in all material respects to the notes, cause the Registration Statement to be declared effective under the Securities Act, and complete the exchange within 180 days after the effective date of such Registration Statement. We are also obligated to update the Registration Statement by filing a post-effective amendment. If the exchange offer is not completed on or prior to the expiration of 365 days from August 7, 2013 (the date of closing) and under certain other conditions, the annual interest rate on the notes will be increased by (i) 0.25% (or approximately $3,000 per day) for the first 90 day period immediately following such default and (ii) an additional 0.25% with respect to each subsequent 90 day period, in each case until and including the date such default ends, up to a maximum increase of 1.00% (or approximately $12,000 per day). | |||||||||
(C) On February 1, 2013, Zena Energy L.L.C. (“Zena”), a subsidiary within our Chemical Business, entered into a loan (the “Secured Promissory Note”) with a lender in the original principal amount of $35 million. The Secured Promissory Note follows the original acquisition by Zena of working interests (“Working Interests”) in certain natural gas properties during October 2012. The proceeds of the Secured Promissory Note effectively financed $35 million of the approximately $50 million purchase price of the Working Interests previously paid out of LSB’s working capital. The Secured Promissory Note matures on February 1, 2016. | |||||||||
Principal and interest are payable monthly based on a five-year amortization at a defined LIBOR rate plus 300 basis points with a final balloon payment of $15.3 million due at maturity. The interest rate at March 31, 2014 was 3.24%. The loan is secured by the Working Interests and related properties and proceeds. |
Derivatives_Hedges_Financial_I1
Derivatives, Hedges, Financial Instruments and Carbon Credits (Tables) | 3 Months Ended | ||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||||||
Assets and Liabilities Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||||||
The following details our assets and liabilities that are measured at fair value on a recurring basis at March 31, 2014 and December 31, 2013: | |||||||||||||||||||||
Fair Value Measurements at | |||||||||||||||||||||
March 31, 2014 Using | |||||||||||||||||||||
Description | Total Fair | Quoted Prices | Significant | Significant | Total Fair | ||||||||||||||||
Value At | in Active | Other | Unobservable | Value at | |||||||||||||||||
March 31, | Markets for | Observable | Inputs | December 31, | |||||||||||||||||
2014 | Identical | Inputs | (Level 3) | 2013 | |||||||||||||||||
Assets | (Level 2) | ||||||||||||||||||||
(Level 1) | |||||||||||||||||||||
(In Thousands) | |||||||||||||||||||||
Assets—Supplies, prepaid items and other: | |||||||||||||||||||||
Commodities contracts | $ | 730 | $ | — | $ | 730 | $ | — | $ | 31 | |||||||||||
Carbon credits | 1,673 | — | — | 1,673 | 1,284 | ||||||||||||||||
Total | $ | 2,403 | $ | — | $ | 730 | $ | 1,673 | $ | 1,315 | |||||||||||
Liabilities—Current and noncurrent accrued and other liabilities: | |||||||||||||||||||||
Contractual obligations—carbon credits | $ | 1,673 | — | — | 1,673 | 1,284 | |||||||||||||||
Interest rate contracts | 1,100 | — | 1,100 | — | 1,240 | ||||||||||||||||
Total | $ | 2,773 | $ | — | $ | 1,100 | $ | 1,673 | $ | 2,524 | |||||||||||
Reconciliation of Beginning and Ending Balances for Assets and Liabilities Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||||||
the following is a reconciliation of the beginning and ending balances for assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3): | |||||||||||||||||||||
Assets | Liabilities | ||||||||||||||||||||
Three Months Ended | Three Months Ended | ||||||||||||||||||||
March 31, | March 31, | ||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||||||
(In Thousands) | |||||||||||||||||||||
Beginning balance | $ | 1,284 | $ | 91 | $ | (1,284 | ) | $ | (91 | ) | |||||||||||
Transfers into Level 3 | — | — | — | — | |||||||||||||||||
Transfers out of Level 3 | — | — | — | — | |||||||||||||||||
Total realized and unrealized gain (loss) included in operating results | 1,925 | 233 | (1,634 | ) | (233 | ) | |||||||||||||||
Purchases | — | — | — | — | |||||||||||||||||
Issuances | — | — | — | — | |||||||||||||||||
Sales | (1,536 | ) | (12 | ) | — | — | |||||||||||||||
Settlements | — | — | 1,245 | 12 | |||||||||||||||||
Ending balance | $ | 1,673 | $ | 312 | $ | (1,673 | ) | $ | (312 | ) | |||||||||||
Total gains (losses) for the period included in operating results attributed to the change in unrealized gains or losses on assets and liabilities still held at the reporting date | $ | 1,004 | $ | 221 | $ | (1,004 | ) | $ | (221 | ) | |||||||||||
Net Gains (Losses) Included in Operating Results and Classifications Within Statement of Operations | ' | ||||||||||||||||||||
Net gains (losses) included in operating results and the classifications within the statement of operations are as follows: | |||||||||||||||||||||
Three Months Ended | |||||||||||||||||||||
March 31, | |||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||
(In Thousands) | |||||||||||||||||||||
Total net gains (losses) included in operating results: | |||||||||||||||||||||
Cost of sales—Undesignated commodities contracts | $ | 2,216 | $ | (162 | ) | ||||||||||||||||
Other income—Carbon credits | 1,925 | 233 | |||||||||||||||||||
Other expenses—Contractual obligations relating to carbon credits | (1,634 | ) | (233 | ) | |||||||||||||||||
Interest expense—Undesignated interest rate contract | (20 | ) | 1 | ||||||||||||||||||
$ | 2,487 | $ | (161 | ) | |||||||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Provisions (Benefit) for Income Taxes | ' | ||||||||
Provision (benefit) for income taxes are as follows: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Current: | |||||||||
Federal | $ | 980 | $ | (970 | ) | ||||
State | 675 | (115 | ) | ||||||
Total Current | 1,655 | (1,085 | ) | ||||||
Deferred: | |||||||||
Federal | 5,393 | 309 | |||||||
State | 606 | 31 | |||||||
Total Deferred | 5,999 | 340 | |||||||
Provision (benefit) for income taxes | $ | 7,654 | $ | (745 | ) | ||||
Other_Expense_Income_and_NonOp1
Other Expense, Income and Non-Operating Other Expense (Income), net (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Other Income And Expenses [Abstract] | ' | ||||||||
Schedule of Other Income and Non-Operating Other Income, Net | ' | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Other expense: | |||||||||
Realized and unrealized losses on contractual obligations associated with carbon credits | $ | 1,634 | $ | 233 | |||||
Losses on sales and disposals of property and equipment | 844 | 50 | |||||||
Dismantle and demolition expense (1) | — | 1,188 | |||||||
Miscellaneous penalties | — | 312 | |||||||
Impairment on long-lived assets | — | 210 | |||||||
Miscellaneous expense (2) | 105 | 37 | |||||||
Total other expense | $ | 2,583 | $ | 2,030 | |||||
Other income: | |||||||||
Realized and unrealized gains on carbon credits | $ | 1,925 | $ | 233 | |||||
Settlements of litigation and potential litigation (3) | — | 545 | |||||||
Miscellaneous income (2) | 149 | 184 | |||||||
Total other income | $ | 2,074 | $ | 962 | |||||
Other expense, net | $ | 509 | $ | 1,068 | |||||
Non-operating other expense (income), net: | |||||||||
Interest income | $ | (95 | ) | $ | (8 | ) | |||
Miscellaneous expense (2) | 18 | 24 | |||||||
Total non-operating other expense (income), net | $ | (77 | ) | $ | 16 | ||||
-1 | Amount relates to the dismantling and demolition of certain plant and equipment at our chemical facilities. | ||||||||
-2 | Amounts represent numerous unrelated transactions, none of which are individually significant requiring separate disclosure. | ||||||||
-3 | Amount relates primarily to a settlement reached associated with a class action insurance brokerage antitrust litigation. |
Segment_Information_Tables
Segment Information (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
Segment Financial Information | ' | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Net sales: | |||||||||
Chemical (1) | $ | 115,221 | $ | 77,490 | |||||
Climate Control | 60,349 | 70,270 | |||||||
Other | 2,955 | 2,919 | |||||||
$ | 178,525 | $ | 150,679 | ||||||
Gross profit: (2) | |||||||||
Chemical (1) | $ | 28,426 | $ | 2,411 | |||||
Climate Control | 19,264 | 21,982 | |||||||
Other | 1,032 | 1,029 | |||||||
$ | 48,722 | $ | 25,422 | ||||||
Operating income (loss): (3) | |||||||||
Chemical (1) | $ | 28,813 | $ | (3,806 | ) | ||||
Climate Control | 4,332 | 6,384 | |||||||
Other | 387 | 321 | |||||||
General corporate expenses (4) | (7,671 | ) | (3,136 | ) | |||||
25,861 | (237 | ) | |||||||
Interest expense, net (5) | 6,708 | 731 | |||||||
Non-operating expense (income), net: | |||||||||
Chemical | (77 | ) | — | ||||||
Corporate and other business operations | — | 16 | |||||||
Provision (benefit) for income taxes | 7,654 | (745 | ) | ||||||
Equity in earnings of affiliate—Climate Control | (67 | ) | (171 | ) | |||||
Income (loss) from continuing operations | $ | 11,643 | $ | (68 | ) | ||||
-1 | During the first quarter of 2014, our Chemical Business experienced downtime at the Pryor Facility resulting in lost production and adverse effect on operating results. During the first quarter of 2013, our Chemical Business experienced downtime at the Cherokee, El Dorado and Pryor Facilities resulting in lost production and adverse effect on operating results. We also recognized insurance recoveries in both periods as discussed in Note 12 – Property and Business Interruption Insurance Claims and Recoveries. | ||||||||
-2 | Gross profit by business segment represents net sales less cost of sales. Gross profit classified as “Other” relates to the sales of industrial machinery and related components. | ||||||||
-3 | Our chief operating decision makers use operating income (loss) by business segment for purposes of making decisions that include resource allocations and performance evaluations. Operating income (loss) by business segment represents gross profit by business segment less selling, general and administrative expense (“SG&A”) incurred by each business segment plus other income and other expense earned/incurred by each business segment before general corporate expenses. | ||||||||
-4 | General corporate expenses consist of SG&A, other income and other expense that are not allocated to one of our business segments. General corporate expenses consist of the following: | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Selling, general and administrative: | |||||||||
Fees and expenses relating to certain activist shareholders’ proposals (A) | $ | (4,163 | ) | $ | — | ||||
Personnel costs | (1,715 | ) | (1,687 | ) | |||||
Professional fees | (1,188 | ) | (1,423 | ) | |||||
All other | (628 | ) | (616 | ) | |||||
Total selling, general and adminsitrative | (7,694 | ) | (3,726 | ) | |||||
Other income | 23 | 590 | |||||||
Total general corporate expenses | $ | (7,671 | ) | $ | (3,136 | ) | |||
(A) | During the three months ended March 31, 2014, we incurred fees and expenses in evaluating and analyzing proposals received from certain activist shareholders and dealing, negotiating and settling with those shareholders in order to avoid a proxy contest. | ||||||||
-5 | During the three months ended March 31, 2014 and 2013, interest expense is net of capitalized interest of $2.3 million and $0.4 million, respectively. | ||||||||
General Corporate Expenses and Other Business Operations, Net | ' | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Selling, general and administrative: | |||||||||
Fees and expenses relating to certain activist shareholders’ proposals (A) | $ | (4,163 | ) | $ | — | ||||
Personnel costs | (1,715 | ) | (1,687 | ) | |||||
Professional fees | (1,188 | ) | (1,423 | ) | |||||
All other | (628 | ) | (616 | ) | |||||
Total selling, general and adminsitrative | (7,694 | ) | (3,726 | ) | |||||
Other income | 23 | 590 | |||||||
Total general corporate expenses | $ | (7,671 | ) | $ | (3,136 | ) | |||
(A) | During the three months ended March 31, 2014, we incurred fees and expenses in evaluating and analyzing proposals received from certain activist shareholders and dealing, negotiating and settling with those shareholders in order to avoid a proxy contest. | ||||||||
Total Assets by Business Segment | ' | ||||||||
Information about our total assets by business segment is as follows: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Chemical | $ | 885,319 | $ | 842,725 | |||||
Climate Control | 140,927 | 159,960 | |||||||
Other | 6,170 | 6,832 | |||||||
Corporate assets | 57,889 | 73,580 | |||||||
Total assets | $ | 1,090,305 | $ | 1,083,097 | |||||
Supplemental_Cash_Flow_Informa1
Supplemental Cash Flow Information (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Supplemental Cash Flow Elements [Abstract] | ' | ||||||||
Additional Information Relating to Cash Flow Activities | ' | ||||||||
The following provides additional information relating to cash flow activities: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
(In Thousands) | |||||||||
Cash payments (refunds) for income taxes, net | $ | (6,895 | ) | $ | 9,715 | ||||
Noncash investing and financing activities: | |||||||||
Accounts payable and long-term debt associated with additions of property, plant and equipment | $ | 13,061 | $ | 20,510 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 3 Months Ended |
In Millions, unless otherwise specified | Mar. 31, 2014 |
Minimum [Member] | ' |
Summary Of Significant Accounting Policies [Line Items] | ' |
Ownership interest in equity method investment | 20.00% |
Maximum [Member] | ' |
Summary Of Significant Accounting Policies [Line Items] | ' |
Ownership interest in equity method investment | 50.00% |
Cash and Cash Equivalents [Member] | ' |
Summary Of Significant Accounting Policies [Line Items] | ' |
Balance in excess of FDIC-insured limits | $8 |
Noncurrent Restricted Cash and Cash Equivalents [Member] | ' |
Summary Of Significant Accounting Policies [Line Items] | ' |
Balance in excess of FDIC-insured limits | $122 |
Income_Loss_Per_Common_Share_C
Income (Loss) Per Common Share - Computation of Basic and Diluted Net Income Per Common Share (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Numerator: | ' | ' |
Net income (loss) | $11,641 | ($68) |
Total dividends on preferred stocks | -300 | -300 |
Numerator for basic net income (loss) per common share-net income (loss) applicable to common stock | 11,341 | -368 |
Dividends on preferred stocks assumed to be converted, if dilutive | 300 | ' |
Numerator for diluted net income (loss) per common share | 11,641 | -368 |
Denominator: | ' | ' |
Denominator for basic net income (loss) per common share-weighted-average shares | 22,532,522 | 22,423,616 |
Effect of dilutive securities: | ' | ' |
Convertible preferred stocks | 916,666 | ' |
Stock options | 190,519 | ' |
Dilutive potential common shares | 1,107,185 | ' |
Denominator for diluted net income (loss) per common share-adjusted weighted-average shares and assumed conversions | 23,639,707 | 22,423,616 |
Basic net income (loss) per common share | $0.50 | ($0.02) |
Diluted net income (loss) per common share | $0.49 | ($0.02) |
Series B Preferred Stock [Member] | ' | ' |
Numerator: | ' | ' |
Total dividends on preferred stocks | -240 | -240 |
Series D Preferred Stock [Member] | ' | ' |
Numerator: | ' | ' |
Total dividends on preferred stocks | ($60) | ($60) |
Income_Loss_Per_Common_Share_A
Income (Loss) Per Common Share - Antidilutive Securities Excluded from Computation of Earning Per Share (Detail) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Antidilutive securities excluded from computation of diluted earning per share | 280,000 | 1,629,913 |
Convertible Preferred Stocks [Member] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Antidilutive securities excluded from computation of diluted earning per share | ' | 916,666 |
Stock Options [Member] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Antidilutive securities excluded from computation of diluted earning per share | 280,000 | 713,247 |
Accounts_Receivable_net_Net_Ac
Accounts Receivable, net - Net Accounts Receivable (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Receivables [Abstract] | ' | ' |
Trade receivables | $89,755 | $77,899 |
Insurance claims | ' | 1,865 |
Other | 1,414 | 1,633 |
Accounts receivable, gross | 91,169 | 81,397 |
Allowance for doubtful accounts | -559 | -827 |
Accounts receivable, net | $90,610 | $80,570 |
Accounts_Receivable_net_Additi
Accounts Receivable, net - Additional Information (Detail) (Receivable Sales Agreement [Member]) | 3 Months Ended |
Mar. 31, 2014 | |
Receivable Sales Agreement [Member] | ' |
Accounts Receivable Net [Line Items] | ' |
Contract period | 'The term of this agreement matures in August 2014, with renewal options, but either party has an option to terminate the agreement pursuant to the terms of the agreement. |
Contract terms | 'Receive payment from the Bank no later than one business day after the Bank's acceptance of EDC's offer to sell the accounts receivables |
Inventories_Additional_Informa
Inventories - Additional Information (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Climate Control Products [Member] | ' | ' |
Inventory [Line Items] | ' | ' |
Inventory reserves | $1,393,000 | $1,389,000 |
Chemical Products [Member] | ' | ' |
Inventory [Line Items] | ' | ' |
Inventory reserves | $84,000 | $1,623,000 |
Current_and_Noncurrent_Accrued2
Current and Noncurrent Accrued and Other Liabilities - Summary of Current and Noncurrent Accrued and Other Liabilities (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||||
Payables And Accruals [Abstract] | ' | ' | ' | ' |
Accrued warranty costs | $7,578 | $7,297 | $6,486 | $6,172 |
Deferred revenue on extended warranty contracts | 7,518 | 7,407 | ' | ' |
Accrued payroll and benefits | 7,163 | 8,981 | ' | ' |
Accrued interest | 6,378 | 13,925 | ' | ' |
Customer deposits | 5,226 | 5,500 | ' | ' |
Other | 21,892 | 23,083 | ' | ' |
Total current and noncurrent accrued liabilities | 55,755 | 66,193 | ' | ' |
Less noncurrent portion | 17,437 | 17,086 | ' | ' |
Current portion of accrued and other liabilities | $38,318 | $49,107 | ' | ' |
Accrued_Warranty_Costs_Additio
Accrued Warranty Costs - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2014 | |
Disclosure Accrued Product Warranty Costs [Abstract] | ' |
Commercial and industrial product base warranty coverage for manufactured equipment | 'Eighteen months from the date of shipment or twelve months from the date of start-up, whichever is shorter |
Commercial and industrial product base warranty coverage for spare parts | '90 days |
Residential products, the base warranty coverage from the date of shipment for material | '10 years |
Residential products warranty coverage for labor associated with repair | '5 years |
Accrued_Warranty_Costs_Changes
Accrued Warranty Costs - Changes in Product Warranty Obligation (Accrued Warranty Costs) (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Disclosure Accrued Product Warranty Costs [Abstract] | ' | ' |
Balance at beginning of period | $7,297 | $6,172 |
Amounts charged to costs and expenses | 2,227 | 1,990 |
Costs incurred | -1,946 | -1,676 |
Balance at end of period | $7,578 | $6,486 |
Asset_Retirement_Obligations_A
Asset Retirement Obligations - Additional Information (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Asset Retirement Obligation Disclosure [Abstract] | ' | ' |
Accrued liability for AROs | $306,000 | $304,000 |
LongTerm_Debt_Schedule_of_Long
Long-Term Debt - Schedule of Long-Term Debt (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Long-term debt | $461,884 | $462,967 |
Less current portion of long-term debt | 9,748 | 9,262 |
Long-term debt due after one year | 452,136 | 453,705 |
7.75% Senior Secured Notes due 2019 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 425,000 | 425,000 |
Working Capital Revolver Loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | ' | ' |
Secured Promissory Note [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 27,888 | 29,555 |
Other, with a current weighted-average interest rate of 3.96%, most of which is secured by machinery and equipment [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | $8,996 | $8,412 |
LongTerm_Debt_Schedule_of_Long1
Long-Term Debt - Schedule of Long-Term Debt (Parenthetical) (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Dec. 31, 2013 | |
Guarantors | ||
7.75% Senior Secured Notes due 2019 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Percentage of Senior Secured Notes | 7.75% | 7.75% |
Maturity date | 1-Aug-19 | ' |
Offering date | 7-Aug-13 | ' |
Aggregate principal amount of notes sold | $425,000,000 | ' |
Net proceeds received from private placement of notes | 351,000,000 | ' |
Number of unsecured guarantors | 2 | ' |
Earliest redemption date | 1-Aug-16 | ' |
Change in control purchase price | 101.00% | ' |
Period to complete notes exchange from effective date | '180 days | ' |
Period to have registration statement declared effective | '365 days | ' |
Interest rate increase for default | 0.25% | ' |
Daily penalty amount for default | 3,000 | ' |
Default duration for increased interest rate | '90 days | ' |
Maximum interest rate increase for default | 1.00% | ' |
Maximum daily penalty amount for default | 12,000 | ' |
Secured Promissory Note [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Maturity date | 1-Feb-16 | ' |
Proceeds of the Secured Promissory Note | 35,000,000 | ' |
Purchase price of business acquisition | 50,000,000 | ' |
Secured Promissory Notes, interest rate description | 'Principal and interest are payable monthly based on a five-year amortization at a defined LIBOR rate plus 300 basis points | ' |
Secured Promissory Note, interest rate | 3.24% | ' |
Final balloon payment | 15,300,000 | ' |
Other, with a current weighted-average interest rate of 3.96%, most of which is secured by machinery and equipment [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Weighted-average interest rate of other debt | 3.96% | ' |
Secured Term Loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Repayment of outstanding borrowings | 67,200,000 | ' |
2016 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Redemption price | 103.88% | ' |
2017 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Redemption price | 101.94% | ' |
2018 and Thereafter [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Redemption price | 100.00% | ' |
Minimum [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Notice period of senior secured notes to be redeemed | 'Not less than 30 days | ' |
Maximum [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Notice period of senior secured notes to be redeemed | 'Nor more than 60 days | ' |
First Priority Secured Notes [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Carrying value of the assets | 427,000,000 | ' |
Second Priority Secured Notes [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Carrying value of the assets | 138,000,000 | ' |
Amended Working Capital Revolver [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Amended maximum amount of revolving credit facility | 100,000,000 | ' |
Maturity date | 13-Apr-18 | ' |
Description of interest rate of revolving credit facility | 'Interest at a base rate (generally equivalent to the prime rate) plus 0.50% if borrowing availability is greater than $25.0 million, otherwise plus 0.75% or, at our option, accrues interest at LIBOR plus 1.50% if borrowing availability is greater than $25.0 million, otherwise LIBOR plus 1.75%. | ' |
Line of credit facility, interest rate | 3.75% | ' |
Letters of credit maximum capacity | 15,000,000 | ' |
Amount available for borrowing | 79,700,000 | ' |
Fees expressed as percentage for unused letters of credit | 1.00% | ' |
Fees expressed as percentage for unused revolving credit facility | 0.25% | ' |
Amended working capital revolver loan requirements | 'A minimum fixed charge coverage ratio of not less than 1.10 to 1, if at any time the excess availability (as defined by the Amended Working Capital Revolver Loan), under the Amended Working Capital Revolver Loan, is less than or equal to $12.5 million. | ' |
Amended Working Capital Revolver [Member] | Covenants [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan requirements description | 'Equal to or greater than the greater of (x) 20% of the maximum revolver commitment or (y) $20 million | ' |
Limit of distributions/dividends | 500,000 | ' |
Limit of treasury stock acquisition | 500,000 | ' |
Limit of joint ventures | 35,000,000 | ' |
Limit of other investments | $50,000,000 | ' |
Events of default description | 'Any material misstatement or misrepresentation and breaches of representations and warranties made, violations of covenants, cross-payment default to indebtedness in excess of $2.5 million, cross-acceleration to indebtedness in excess of $2.5 million, bankruptcy and insolvency events, certain unsatisfied judgments, certain liens, and certain assertions of, or actual invalidity of, certain loan documents. | ' |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 3 Months Ended | ||||||||||||||
Apr. 30, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Apr. 19, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | |
Insurance Claims [Member] | Pryor Chemical Company[Member] | Pryor Chemical Company[Member] | Hallowell Facility [Member] | Chemical Business [Member] | Climate Control Business [Member] | El Dorado Facility [Member] | El Dorado Facility [Member] | El Dorado Facility [Member] | El Dorado Facility [Member] | El Dorado Facility [Member] | El Dorado Facility [Member] | El Dorado Facility [Member] | Amended Ammonium Nitrate Supply Agreement [Member] | Amended Ammonium Nitrate Supply Agreement [Member] | |||
Cases | Cases | Subsidiary | Plant | Nitric Acid Plant [Member] | Ammonia Plant [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Orica International [Member] | Orica International [Member] | ||||||
Facility | Nitric Acid Plant [Member] | Ammonia Plant [Member] | Nitric Acid Plant [Member] | Ammonia Plant [Member] | Minimum [Member] | ||||||||||||
T | |||||||||||||||||
Commitments And Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated range of project costs to construct plant | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $115,000,000 | $250,000,000 | $125,000,000 | $300,000,000 | ' | ' |
Project costs capitalized | ' | ' | ' | ' | ' | ' | ' | ' | ' | 60,000,000 | 53,000,000 | ' | ' | ' | ' | ' | ' |
Current purchase agreement quantity with Orica International | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 240,000 |
Ammonium nitrate supply agreement maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9-Apr-15 | ' |
Notice of termination | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Required notice of termination of one year | ' |
Accrued liabilities for environmental matters | ' | 1,278,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating agreement maturity date | ' | ' | ' | ' | ' | ' | ' | ' | 31-Dec-53 | ' | ' | ' | ' | ' | ' | ' | ' |
Penalty related to discharge water permit | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of nitric acid production facilities | ' | ' | ' | ' | ' | ' | 9 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Plants compliant with Clean Air Act | ' | ' | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum range of estimated capital cost to meet Clean Air Act emission rates | ' | ' | ' | ' | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum range of estimated capital cost to meet Clean Air Act emission rates | ' | ' | ' | ' | ' | ' | 3,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Plants requiring capital investment to achieve Clean Air Act compliance | ' | ' | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reforestation mitigation estimated project costs | ' | ' | ' | ' | ' | ' | 150,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of civil penalty to be paid | ' | ' | ' | ' | ' | ' | 725,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of civil penalty | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of alleged non-compliance issues | ' | ' | ' | ' | 14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of alleged violation resolved through a global settlement | ' | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of alleged violations resolved through civil penalty payment | ' | ' | ' | 11 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of subsidiaries under Chemical Business that sold their operating assets | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Insurance coverage of general liability risks | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Product liability deductible per claim | 250,000 | ' | ' | ' | ' | ' | ' | 250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued general liability insurance claims | ' | ' | $250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivatives_Hedges_Financial_I2
Derivatives, Hedges, Financial Instruments and Carbon Credits - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended |
Feb. 28, 2011 | Mar. 31, 2014 | Dec. 31, 2013 | |
Unit | Unit | ||
MMBTU | MMBTU | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' | ' |
Contractual weighted-average cost | ' | 3.95 | 3.98 |
Estimated weighted-average market value | ' | 4.29 | ' |
Contractual weighted-average pay rate | ' | 3.23% | ' |
Estimated market weighted-average receive rate | ' | 0.53% | ' |
Carbon credit fair value per unit | ' | 2.5 | 1 |
Derivative future or forward contracts in volume | ' | 2,140,000 | 1,530,000 |
The month future or forward natural gas contract period ends | ' | 'October 2014 | 'October 2014 |
LIBOR rate | 3.23% | ' | ' |
Interest rate swap declining balance beginning balance | $23,800,000 | ' | ' |
Interest rate swap declining balance ending balance | 18,800,000 | ' | ' |
Interest rate contracts fixed rate description | 'Fixed three-month LIBOR rate of 3.23% on a declining balance | ' | ' |
Maturity period interest rate contracts held | 'March 2016 | ' | ' |
Number of carbon credits | ' | 669,000 | 1,284,000 |
Assets or liabilities measured at fair value on a recurring basis transferred between Level 1 and Level 2 classifications | ' | ' | 31,000 |
Senior Secured Notes [Member] | ' | ' | ' |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' | ' |
Excess of estimated fair value over carrying value | ' | $35,000,000 | $20,000,000 |
Senior Secured Notes [Member] | Significant Other Observable Inputs (Level 2) [Member] | ' | ' | ' |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' | ' |
Notes lower range of ask or bid price | ' | $107.80 | $104.50 |
Notes higher range of ask or bid price | ' | $108.80 | $104.90 |
Derivatives_Hedges_Financial_I3
Derivatives, Hedges, Financial Instruments and Carbon Credits - Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) (Recurring [Member], USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets - Supplies, prepaid items and other: | ' | ' |
Total | $2,403 | $1,315 |
Liabilities - Current and noncurrent accrued and other liabilities: | ' | ' |
Total | 2,773 | 2,524 |
Commodities contracts [Member] | ' | ' |
Assets - Supplies, prepaid items and other: | ' | ' |
Derivative Assets | 730 | 31 |
Carbon credits [Member] | ' | ' |
Assets - Supplies, prepaid items and other: | ' | ' |
Carbon credits | 1,673 | 1,284 |
Liabilities - Current and noncurrent accrued and other liabilities: | ' | ' |
Contractual obligations - carbon credits | 1,673 | 1,284 |
Interest rate contracts [Member] | ' | ' |
Liabilities - Current and noncurrent accrued and other liabilities: | ' | ' |
Derivative Financial Instruments, Liabilities | 1,100 | 1,240 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ' | ' |
Assets - Supplies, prepaid items and other: | ' | ' |
Total | ' | ' |
Liabilities - Current and noncurrent accrued and other liabilities: | ' | ' |
Total | ' | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Commodities contracts [Member] | ' | ' |
Assets - Supplies, prepaid items and other: | ' | ' |
Derivative Assets | ' | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Carbon credits [Member] | ' | ' |
Assets - Supplies, prepaid items and other: | ' | ' |
Carbon credits | ' | ' |
Liabilities - Current and noncurrent accrued and other liabilities: | ' | ' |
Contractual obligations - carbon credits | ' | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Interest rate contracts [Member] | ' | ' |
Liabilities - Current and noncurrent accrued and other liabilities: | ' | ' |
Derivative Financial Instruments, Liabilities | ' | ' |
Significant Other Observable Inputs (Level 2) [Member] | ' | ' |
Assets - Supplies, prepaid items and other: | ' | ' |
Total | 730 | ' |
Liabilities - Current and noncurrent accrued and other liabilities: | ' | ' |
Total | 1,100 | ' |
Significant Other Observable Inputs (Level 2) [Member] | Commodities contracts [Member] | ' | ' |
Assets - Supplies, prepaid items and other: | ' | ' |
Derivative Assets | 730 | ' |
Significant Other Observable Inputs (Level 2) [Member] | Carbon credits [Member] | ' | ' |
Assets - Supplies, prepaid items and other: | ' | ' |
Carbon credits | ' | ' |
Liabilities - Current and noncurrent accrued and other liabilities: | ' | ' |
Contractual obligations - carbon credits | ' | ' |
Significant Other Observable Inputs (Level 2) [Member] | Interest rate contracts [Member] | ' | ' |
Liabilities - Current and noncurrent accrued and other liabilities: | ' | ' |
Derivative Financial Instruments, Liabilities | 1,100 | ' |
Significant Unobservable Inputs (Level 3) [Member] | ' | ' |
Assets - Supplies, prepaid items and other: | ' | ' |
Total | 1,673 | ' |
Liabilities - Current and noncurrent accrued and other liabilities: | ' | ' |
Total | 1,673 | ' |
Significant Unobservable Inputs (Level 3) [Member] | Commodities contracts [Member] | ' | ' |
Assets - Supplies, prepaid items and other: | ' | ' |
Derivative Assets | ' | ' |
Significant Unobservable Inputs (Level 3) [Member] | Carbon credits [Member] | ' | ' |
Assets - Supplies, prepaid items and other: | ' | ' |
Carbon credits | 1,673 | ' |
Liabilities - Current and noncurrent accrued and other liabilities: | ' | ' |
Contractual obligations - carbon credits | 1,673 | ' |
Significant Unobservable Inputs (Level 3) [Member] | Interest rate contracts [Member] | ' | ' |
Liabilities - Current and noncurrent accrued and other liabilities: | ' | ' |
Derivative Financial Instruments, Liabilities | ' | ' |
Derivatives_Hedges_Financial_I4
Derivatives, Hedges, Financial Instruments and Carbon Credits - Reconciliation of Beginning and Ending Balances for Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Assets | ' | ' |
Beginning balance | $1,284 | $91 |
Transfers into Level 3 | ' | ' |
Transfers out of Level 3 | ' | ' |
Total realized and unrealized gain (loss) included in operating results | 1,925 | 233 |
Purchases | ' | ' |
Issuances | ' | ' |
Sales | -1,536 | -12 |
Settlements | ' | ' |
Ending balance | 1,673 | 312 |
Total gains (losses) for the period included in operating results attributed to the change in unrealized gains or losses on assets and liabilities still held at the reporting date | 1,004 | 221 |
Liabilities | ' | ' |
Beginning balance | -1,284 | -91 |
Transfers into Level 3 | ' | ' |
Transfers out of Level 3 | ' | ' |
Total realized and unrealized gain (loss) included in operating results | -1,634 | -233 |
Purchases | ' | ' |
Issuances | ' | ' |
Sales | ' | ' |
Settlements | 1,245 | 12 |
Ending balance | -1,673 | -312 |
Total gains (losses) for the period included in operating results attributed to the change in unrealized gains or losses on assets and liabilities still held at the reporting date | ($1,004) | ($221) |
Derivatives_Hedges_Financial_I5
Derivatives, Hedges, Financial Instruments and Carbon Credits - Net Gains (Losses) Included in Operating Results and Classification Within Statement of Operations (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Total net gains (losses) included in operating results: | ' | ' |
Total net gain (losses) included in operating results | $2,487 | ($161) |
Cost of sales [Member] | Undesignated Commodities Contracts [Member] | ' | ' |
Total net gains (losses) included in operating results: | ' | ' |
Total net gain (losses) included in operating results | 2,216 | -162 |
Other income [Member] | Carbon credits [Member] | ' | ' |
Total net gains (losses) included in operating results: | ' | ' |
Total net gain (losses) included in operating results | 1,925 | 233 |
Other expense [Member] | Contractual obligations relating to carbon credits [Member] | ' | ' |
Total net gains (losses) included in operating results: | ' | ' |
Total net gain (losses) included in operating results | -1,634 | -233 |
Interest expense [Member] | Undesignated Interest Rate Contracts [Member] | ' | ' |
Total net gains (losses) included in operating results: | ' | ' |
Total net gain (losses) included in operating results | ($20) | $1 |
Income_Taxes_Provisions_benefi
Income Taxes - Provisions (benefit) for Income Taxes (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Current: | ' | ' |
Federal | $980 | ($970) |
State | 675 | -115 |
Total Current | 1,655 | -1,085 |
Deferred: | ' | ' |
Federal | 5,393 | 309 |
State | 606 | 31 |
Total Deferred | 5,999 | 340 |
Provision (benefit) for income taxes | $7,654 | ($745) |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Income Tax Disclosure [Abstract] | ' | ' |
Retroactive tax relief | ' | $500,000 |
Provisions for income taxes | $7,654,000 | ($745,000) |
Percentage of pre-tax income | 40.00% | 38.00% |
Property_and_Business_Interrup1
Property and Business Interruption Insurance Claims and Recoveries - Additional Information (Detail) (USD $) | 3 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | 3 Months Ended | ||||
Mar. 31, 2014 | Jan. 31, 2014 | Jan. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Jan. 31, 2014 | Mar. 31, 2013 | |
Cherokee Facility [Member] | Cherokee Facility [Member] | Cherokee Facility [Member] | Cherokee Facility [Member] | Cherokee Facility [Member] | Cherokee Facility [Member] | Cherokee Facility [Member] | Cherokee Facility [Member] | ||
Property Insurance [Member] | Property Insurance [Member] | Business Interruption Insurance [Member] | Business Interruption Insurance [Member] | Business Interruption Insurance [Member] | Business Interruption Insurance [Member] | Business Interruption Insurance [Member] | |||
Cost of sales [Member] | Cost of sales [Member] | ||||||||
Property And Or Business Interruption Insurance Claims [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deductible property damage under insurance | ' | ' | ' | $2,500,000 | ' | ' | ' | ' | ' |
Waiting period for business interruption coverage | ' | ' | ' | ' | '30 days | ' | ' | ' | ' |
Insurance claim recoverable costs | ' | ' | ' | 1,900,000 | ' | ' | ' | ' | 10,100,000 |
Insurance recoveries in excess of recoverable costs not recognized | ' | ' | ' | ' | ' | 4,900,000 | ' | ' | ' |
Approved insurance payments | ' | 43,500,000 | 7,000,000 | ' | ' | ' | ' | 21,500,000 | ' |
Approved insurance payments received | ' | 28,500,000 | ' | ' | ' | ' | ' | ' | ' |
Approved insurance payments received prior to conclusion | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' |
Property insurance recoveries in excess of losses incurred | 5,147,000 | ' | ' | 5,100,000 | ' | ' | ' | ' | ' |
Deferred gain on insurance recovery | ' | ' | ' | ' | ' | ' | $1,400,000 | ' | ' |
Other_Expense_Income_and_NonOp2
Other Expense, Income and Non-Operating Other Expense (Income), Net - Schedule of Other Income and Non-Operating Other Income, Net (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Other expense: | ' | ' |
Realized and unrealized losses on contractual obligations associated with carbon credits | $1,634 | $233 |
Losses on sales and disposals of property and equipment | 844 | 50 |
Dismantle and demolition expense | ' | 1,188 |
Miscellaneous penalties | ' | 312 |
Impairment on long-lived assets | ' | 210 |
Miscellaneous expense | 105 | 37 |
Total other expense | 2,583 | 2,030 |
Other income: | ' | ' |
Realized and unrealized gains on carbon credits | 1,925 | 233 |
Settlements of litigation and potential litigation | ' | 545 |
Miscellaneous income | 149 | 184 |
Total other income | 2,074 | 962 |
Other expense, net | 509 | 1,068 |
Non-operating other expense (income), net: | ' | ' |
Interest income | -95 | -8 |
Miscellaneous expense | 18 | 24 |
Total non-operating other expense (income), net | ($77) | $16 |
Segment_Information_Segment_Fi
Segment Information - Segment Financial Information (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Segment Reporting Information [Line Items] | ' | ' |
Net sales | $178,525 | $150,679 |
Gross profit | 48,722 | 25,422 |
Operating income (loss) | 25,861 | -237 |
Interest expense, net | 6,708 | 731 |
Non-operating expense (income), net | -77 | 16 |
Provision (benefit) for income taxes | 7,654 | -745 |
Equity in earnings of affiliate - Climate Control | -67 | -171 |
Income (loss) from continuing operations | 11,643 | -68 |
Chemical [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Net sales | 115,221 | 77,490 |
Gross profit | 28,426 | 2,411 |
Operating income (loss) | 28,813 | -3,806 |
Non-operating expense (income), net | -77 | ' |
Climate Control [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Net sales | 60,349 | 70,270 |
Gross profit | 19,264 | 21,982 |
Operating income (loss) | 4,332 | 6,384 |
Other [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Net sales | 2,955 | 2,919 |
Gross profit | 1,032 | 1,029 |
Operating income (loss) | 387 | 321 |
General corporate expenses [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Operating income (loss) | -7,671 | -3,136 |
Non-operating expense (income), net | ' | $16 |
Segment_Information_General_Co
Segment Information - General Corporate Expenses and Other Business Operations, Net (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Selling, general and administrative: | ' | ' |
Total selling, general and administrative | ($27,658) | ($24,491) |
Operating income (loss) | 25,861 | -237 |
Corporate Segment [Member] | ' | ' |
Selling, general and administrative: | ' | ' |
Fees and expenses relating to certain activist shareholders' proposals | -4,163 | ' |
Personnel costs | -1,715 | -1,687 |
Professional fees | -1,188 | -1,423 |
All other | -628 | -616 |
Total selling, general and administrative | -7,694 | -3,726 |
Other income | 23 | 590 |
Operating income (loss) | ($7,671) | ($3,136) |
Segment_Information_Segment_Fi1
Segment Information - Segment Financial Information (Parenthetical) (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Segment Reporting [Abstract] | ' | ' |
Interest cost capitalized | $2.30 | $0.40 |
Segment_Information_Total_Asse
Segment Information - Total Assets by Business Segment (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Segment Reporting Information [Line Items] | ' | ' |
Total assets | $1,090,305 | $1,083,097 |
Chemical [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets | 885,319 | 842,725 |
Climate Control [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets | 140,927 | 159,960 |
Other [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets | 6,170 | 6,832 |
Corporate assets [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets | $57,889 | $73,580 |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 3 Months Ended | 1 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Feb. 28, 2014 | Mar. 31, 2013 |
Golsen Group [Member] | Golsen Group [Member] | |||
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Dividends on preferred stock paid or declared | $300 | $300 | $300 | $300 |
Supplemental_Cash_Flow_Informa2
Supplemental Cash Flow Information - Additional Information Relating to Cash Flow Activities (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Supplemental Cash Flow Information: | ' | ' |
Cash payments (refunds) for income taxes, net | ($6,895) | $9,715 |
Noncash investing and financing activities: | ' | ' |
Accounts payable and long-term debt associated with additions of property, plant and equipment | $13,061 | $20,510 |