Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | Apr. 13, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | LXU | |
Entity Registrant Name | LSB INDUSTRIES INC | |
Entity Central Index Key | 60,714 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 28,405,103 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 45,037 | $ 60,017 |
Accounts receivable, net | 75,284 | 51,299 |
Inventories: | ||
Finished goods | 17,323 | 19,036 |
Raw materials | 3,698 | 3,903 |
Total inventories | 21,021 | 22,939 |
Supplies, prepaid items and other: | ||
Prepaid insurance | 8,191 | 11,217 |
Precious metals | 7,463 | 8,648 |
Supplies | 24,983 | 24,100 |
Prepaid and refundable income taxes | 1,078 | 1,193 |
Other | 2,966 | 1,733 |
Total supplies, prepaid items and other | 44,681 | 46,891 |
Total current assets | 186,023 | 181,146 |
Property, plant and equipment, net | 1,068,892 | 1,078,958 |
Intangible and other assets, net | 9,584 | 10,316 |
Total assets | 1,264,499 | 1,270,420 |
Current liabilities: | ||
Accounts payable | 53,338 | 54,246 |
Short-term financing | 5,428 | 8,218 |
Accrued and other liabilities | 52,779 | 44,037 |
Current portion of long-term debt | 11,752 | 13,745 |
Total current liabilities | 123,297 | 120,246 |
Long-term debt, net | 405,520 | 406,475 |
Noncurrent accrued and other liabilities | 10,431 | 12,326 |
Deferred income taxes | 91,529 | 93,831 |
Commitments and contingencies (Note 8) | ||
Stockholders' equity: | ||
Common stock, $.10 par value; 75,000,000 shares authorized, 31,280,685 shares issued | 3,128 | 3,128 |
Capital in excess of par value | 192,433 | 192,172 |
Retained earnings | 302,240 | 314,301 |
Stockholders equity including treasury stock | 500,801 | 512,601 |
Less treasury stock, at cost: | ||
Common stock, 2,875,582 shares (3,004,855 shares at December 31, 2016) | 19,243 | 20,088 |
Total stockholders' equity | 481,558 | 492,513 |
Total Liabilities and Stockholders' equity | 1,264,499 | 1,270,420 |
Series E Preferred Stock [Member] | ||
Redeemable preferred stocks: | ||
Redeemable preferred stock, value | 152,164 | 145,029 |
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 BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (Unaudited) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
Common stock, par value | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 31,280,685 | 31,280,685 |
Treasury stock, common shares | 2,875,582 | 3,004,855 |
Series E Preferred Stock [Member] | ||
Cumulative redeemable preferred stock, dividend rate | 14.00% | 14.00% |
Redeemable preferred stock, par value | $ 0 | $ 0 |
Redeemable preferred stock, shares issued | 210,000 | |
Redeemable preferred stock, shares outstanding | 139,768 | |
Redeemable preferred stock, liquidation preference | $ 167,324,000 | $ 161,788,000 |
Series F Preferred Stock [Member] | ||
Redeemable preferred stock, par value | $ 0 | $ 0 |
Redeemable preferred stock, shares issued | 1 | |
Redeemable preferred stock, shares outstanding | 1 | |
Redeemable preferred stock, liquidation preference | $ 100 | |
Series B Preferred Stock [Member] | ||
Convertible preferred stock dividend rate | 12.00% | 12.00% |
Preferred stock, shares issued | 20,000 | 20,000 |
Preferred stock, shares outstanding | 20,000 | 20,000 |
Series B cumulative, convertible preferred stock, par value | $ 100 | $ 100 |
Series D Preferred Stock [Member] | ||
Convertible preferred stock dividend rate | 6.00% | 6.00% |
Preferred stock, shares issued | 1,000,000 | 1,000,000 |
Preferred stock, shares outstanding | 1,000,000 | 1,000,000 |
Series D cumulative, convertible Class C preferred stock, par value |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Net sales | $ 123,344 | $ 98,972 |
Cost of sales | 111,729 | 105,136 |
Gross profit (loss) | 11,615 | (6,164) |
Selling, general and administrative expense | 10,545 | 10,894 |
Other expense (income), net | (1,251) | 251 |
Operating income (loss) | 2,321 | (17,309) |
Interest expense, net | 9,358 | 1,350 |
Non-operating other expense, net | 231 | 1,956 |
Loss from continuing operations before benefit for income taxes | (7,268) | (20,615) |
Benefit for income taxes | (1,282) | (4,850) |
Loss from continuing operations | (5,986) | (15,765) |
Income from discontinued operations, net of taxes | 824 | |
Net loss | (5,986) | (14,941) |
Dividends on convertible preferred stocks | 75 | 75 |
Net loss attributable to common stockholders | $ (13,196) | $ (24,609) |
Basic and diluted: | ||
Loss from continuing operations | $ (0.48) | $ (1.11) |
Income from discontinued operations, net of taxes | 0.03 | |
Net loss | $ (0.48) | $ (1.08) |
Series E Preferred Stock [Member] | ||
Dividends on Series E redeemable preferred stock | $ 5,536 | $ 7,350 |
Accretion of Series E redeemable preferred stock | $ 1,599 | $ 2,243 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY (Unaudited) - 3 months ended Mar. 31, 2017 - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock Shares [Member] | Treasury Stock-Common [Member] | Non-Redeemable Preferred Stock [Member] | Capital in Excess of Par Value [Member] | Retained Earnings [Member] |
Balance at Dec. 31, 2016 | $ 492,513 | $ 3,128 | $ (20,088) | $ 3,000 | $ 192,172 | $ 314,301 |
Balance, shares at Dec. 31, 2016 | 31,281 | (3,005) | ||||
Cumulative effect of change in accounting principle | 1,060 | 1,060 | ||||
Net loss | (5,986) | (5,986) | ||||
Dividend accrued on redeemable preferred stock | (5,536) | (5,536) | ||||
Accretion of redeemable preferred stock | (1,599) | (1,599) | ||||
Stock-based compensation | 1,172 | 1,172 | ||||
Issuance of restricted stock, net | (66) | $ 845 | (911) | |||
Issuance of restricted stock, net, shares | 130 | |||||
Balance at Mar. 31, 2017 | $ 481,558 | $ 3,128 | $ (19,243) | $ 3,000 | $ 192,433 | $ 302,240 |
Balance, shares at Mar. 31, 2017 | 31,281 | (2,875) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Cash flows from continuing operating activities | ||
Net loss | $ (5,986) | $ (14,941) |
Adjustments to reconcile net loss to net cash provided by continuing operating activities: | ||
Income from discontinued operations, net of taxes | (824) | |
Deferred income taxes | (1,242) | (4,937) |
Depreciation, depletion and amortization of property, plant and equipment | 17,115 | 10,590 |
Other | (327) | 1,766 |
Cash provided (used) by changes in assets and liabilities (net of effects of discontinued operations): | ||
Accounts receivable | (7,276) | 3,436 |
Inventories | 4,857 | 3,562 |
Prepaid insurance | 3,026 | 2,405 |
Prepaid and accrued income taxes | 115 | 858 |
Accounts payable | 6,895 | 15,273 |
Accrued interest | (7,979) | (8,078) |
Other assets and other liabilities | (1,411) | 2,547 |
Net cash provided by continuing operating activities | 7,787 | 11,657 |
Cash flows from continuing investing activities | ||
Expenditures for property, plant and equipment | (13,894) | (104,137) |
Other investing activities | 502 | (37) |
Net cash used by continuing investing activities | (13,392) | (104,174) |
Cash flows from continuing financing activities | ||
Proceeds from revolving debt facility | 25,000 | |
Payments on revolving debt facility | (25,000) | |
Proceeds from other long-term debt, net of fees | 9,951 | |
Payments on other long-term debt | (4,225) | (2,313) |
Payments of debt issuance costs | (90) | (476) |
Payments of issuance costs relating to preferred stocks and warrants | (785) | |
Payments on short-term financing | (3,717) | (2,520) |
Other financing activities | (66) | 49 |
Net cash provided (used) by continuing financing activities | (8,098) | 3,906 |
Cash flows of discontinued operations: | ||
Net cash provided (used) by operating activities | (1,212) | 2,276 |
Net cash used by investing activities | (625) | |
Net cash used by financing activities | (65) | (901) |
Net cash provided (used) by discontinued operations | (1,277) | 750 |
Net decrease in cash and cash equivalents | (14,980) | (87,861) |
Cash and cash equivalents at beginning of period | 60,017 | 127,195 |
Cash and cash equivalents at end of period | $ 45,037 | $ 39,334 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2017 | |
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, 2016 (“2016 Form 10-K”), filed with the Securities and Exchange Commission (“SEC”) on February 27, 2 Basis of Consolidation - LSB Industries, Inc. (“LSB”) and its subsidiaries (the “Company”, “We”, “Us”, or “Our”) are consolidated in the accompanying condensed consolidated financial statements. LSB is a holding company with no significant operations or assets other than cash, cash equivalents, and investments in its subsidiaries. Our 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. All material intercompany accounts and transactions have been eliminated. Nature of Business - We are engaged in the manufacture and sale of chemical products. The chemical products we primarily manufacture, market and sell are ammonia, fertilizer grade ammonium nitrate (“HDAN”), urea ammonium nitrate (“UAN”), and ammonium nitrate (“AN”) solution for agricultural applications, high purity and commercial grade ammonia, high purity AN, sulfuric acids, concentrated, blended and regular nitric acid, mixed nitrating acids, carbon dioxide, and diesel exhaust fluid for industrial applications, and industrial grade AN (“LDAN”) and solutions for the mining industry. We manufacture and distribute our products in four facilities; three of which we own and are located in El Dorado, Arkansas (the “El Dorado Facility”); Cherokee, Alabama (the “Cherokee Facility”); and Pryor, Oklahoma (the “Pryor Facility”); and one of which we operate on behalf of a global chemical company in Baytown, Texas (the “Baytown Facility”). Sales to customers include farmers, ranchers, fertilizer dealers and distributors primarily in the ranch land and grain production markets in the United States (U.S.); industrial users of acids throughout the U.S. and parts of Canada; and explosive manufacturers in the U.S. In our opinion, the unaudited condensed consolidated financial statements of the Company as of March 31, 2017 and for the three-month period ended March 31, 2017 and 2016 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 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 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 2016 Form 10-K. 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. Concentration of Credit Risks for Cash and Cash Equivalents – Financial instruments relating to cash and cash equivalents potentially subject us to concentrations of credit risk. These financial instruments were held by financial institutions within the U.S. and none of these financial instruments were in excess of the federally insured limits. Inventories - Inventories are stated at the lower of cost (determined using the first-in, first-out (“FIFO”) basis) or net realizable value, which is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, transportation or disposal. Finished goods include material, labor, and manufacturing overhead costs. On January 1, 2017 we adopted ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory as discussed below in “Recently Issued Accounting Pronouncements”. Redeemable Preferred Stocks - Our redeemable preferred stocks that are redeemable outside of our control are classified as temporary/mezzanine equity. The redeemable preferred stocks were recorded at fair value upon issuance, net of issuance costs or discounts. In addition, certain embedded features included in the Series E Redeemable Preferred required bifurcation and are classified as derivative liabilities. The carrying values of the redeemable preferred stocks are being increased by periodic accretions (including the amount for dividends earned but not yet declared or paid) using the interest method so that the carrying amount will equal the redemption value as of August 2, 2019, the earliest possible redemption date by the holder. The amount of accretion was Note 1: Summary of Significant Accounting Policies (continued) recorded to retained earnings. However, it is reasonably possible this accretion could accelerate if the expected redemption date is earlier than August 2, 2019. Equity Awards - Equity award transactions with employees are measured based on the estimated fair value of the equity awards issued. For equity awards with only service conditions that have a graded vesting period, we recognize compensation cost on a straight-line basis over the requisite service period for the entire award. In addition, historically we issue new shares of common stock u pon the exercise of stock options but treasury shares may be used. During the three months ended March 31, 2017, the compensation committee of our Board of Directors (the “Board”) approved the gra nts of 136,142 sh For the three months ended March 31, 2017 and 2016, the total stock-based compensation expense associated with our continuing operations wa s $1.2 mil Income (Loss) per Common Share - Net income (loss) attributable to common stockholders is computed by adjusting net income (loss) by the amount of dividends and dividend requirements on preferred stocks and the accretion of redeemable preferred stocks, if applicable. B asic loss per common share is computed by dividing net loss at tributable to common stockholders by the weighted average number of common shares outstanding, excluding contingently returnable common shares (unvested restricted stock), if applicable. For periods we earn net income, a proportional share of net income is allocated to participating securities, if applicable, determined by dividing total weighted average participating securities by the sum of the total weighted average common shares and participating securities (the “two-class method”). Certain securities (Series E Redeemable Preferred and restricted stock units) participate in dividends declared on our common stock and are therefore considered to be participating securities. Participating securities have the effect of diluting both basic and diluted income per common share during periods of net income. For periods we incur a net loss, no loss is allocated to participating securities because they have no contractual obligation to share in our losses. Diluted loss per common share is computed after giving consideration to the dilutive effect of our potential common stock instruments that are outstanding during the period, except where such non-participating securities would be anti-dilutive. Recently Issued Accounting Pronouncements - In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) , which will supersede nearly all existing revenue recognition guidance under GAAP. This ASU’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In July 2015, the FASB approved a one-year deferral of the effective date of this ASU with the option to early adopt but not before the original effective date. In addition, the FASB has issued various ASUs further amending revenue recognition guidance, which includes ASU 2016-08, 2016-10, 2016-11, 2016-12 and 2016-20. We plan to adopt this ASU on the effective date of January 1, 2018 using the “modified retrospective” adoption method, meaning the standard is applied only to the most current period presented in the financial statements and apply only to existing contracts as of the effective date. We have performed a preliminary review of a majority of our contracts with customers with significant sales in 2016. Most of these contracts are short-term (have been completed or will be completed before the effective date); however, we do have certain long-term sales contracts that may be affected by the new requirements. In addition, although most of our revenue stream relates to the sale of chemical products, we have identified additional smaller revenue streams, such as our working interest in natural gas properties, performing various services, and rental income. A contract review process has been implemented to obtain and review our new or amended contracts for analysis for adopting this ASU. We are developing a preliminary accounting policy and the methodology of identifying performance obligations, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation for the contacts that will be affected. We plan to elect an accounting policy to account for shipping and handling activities performed after a customer obtains control of the good as activities to fulfil the promise to transfer the good to the customer. Although we anticipate that upon adoption of this new ASU, the timing of revenue recognition for certain of our revenue streams might change, we have not determined the effect on our financial statements. In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory Note 1: Summary of Significant Accounting Policies (continued) course of business, less reasonably predictable costs of completion, disposal, and transportation, rather than the lower of cost or market in the previous guidance. This amendment applies to inventory that is measured using FIFO. We prospectively adopted this ASU on January 1, 2017. The adoption of this ASU did not impact our financial statements. In February 2016, the FASB issued ASU No. 2016- 02, Leases (Topic 842) , which supersedes the lease requirements in Topic 840, Leases . The objective of this ASU is to establish the principles that lessees and lessors shall apply to report useful information to users of financial statements about the amount, timing, and uncertainty of cash flows arising from a lease. We plan to adopt this ASU on January 1, 2019. ented. Although we currently have a relatively small number of leases, we are evaluating the effect of this guidance on our consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, which amends ASC Topic 718, Compensation - Stock Compensation. This guidance Among other requirements, the new guidance requires all tax effects related to share-based payments at settlement (or expiration) to be recorded through the income statement. Previously, tax benefits in excess of compensation cost ("windfalls") were recorded in equity, and tax deficiencies ("shortfalls") were recorded in equity to the extent of previous windfalls, and then to the income statement. As required, this change was applied prospectively to all excess tax benefits and tax deficiencies resulting from settlements. Under the new guidance, the windfall tax benefit is to be recorded when it arises, subject to normal valuation allowance considerations. Excess tax benefits that were not previously recognized because the related tax deduction had not reduced current taxes payable were recorded through a cumulative effect adjustment as of the date of the adoption. As required, this change was applied on a modified retrospective basis, with a cumulative effect adjustment of change in accounting principle of approximately $1.1 million as a deferred tax asset with the offset in retained earnings. We made an accounting policy election to account for the amount related to excess tax benefits and deficiencies utilizing the direct effect approach. Under the new guidance, all tax related cash flows resulting from share-based payments are to be reported as operating activities on the statement of cash flows, a change from activities. In addition, cash paid by an employer to taxing authorities when the employer directly withholds shares for tax withholding purposes is to be reported as financing activities. These changes were applied on a retrospective basis, but did not impact the statement of cash flows for the three months ended March 31, 2016. Under the new guidance, we made an accounting policy election to account for forfeitures as t hey occur, a change from the previous requirement to estimate forfeitures each period. As required, this change was applied on a modified retrospective basis; however, as of December 31, 2016, we had estimated no forfeitures relating to the outstanding equity awards. As a result, no adjustment was required. Going forward, the adoption of this ASU could cause volatility in the effective tax rate. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, a consensus of the FASB Emerging Issues Task Force. The amendments in this ASU revise the guidance in Topic 230, Statement of Cash Flows, to require cash and cash equivalents to include restricted cash (and restricted cash equivalents) on the statement of cash flows. This ASU is effective for us on January 1, 2018 and adoption will be applied on retrospective basis for all periods presented. We plan to adopt this ASU on January 1, 201 |
Discontinued Operations
Discontinued Operations | 3 Months Ended |
Mar. 31, 2017 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operations | Note 2: Discontinued Operations On July 1, 2016, LSB completed the sale of all the stock of Climate Control Group Inc. (an indirect subsidiary that conducted LSB’s Climate Control Business) pursuant to the terms of the stock purchase agreement. Additionally, pursuant to the stock purchase agreement, we agreed to have a certain portion of the purchase price proceeds deposited in an indemnity escrow account. In conjunction with the Climate Control Business sale, we entered into a transition services agreement (“TSA”), pursuant to which, among other things, we agreed to provide certain information technology, payroll, legal, tax and other general services for up to 18 months. At March 31, 2017 and December 31, 2016, our accounts receivable includes approximately $2.7 million representing an indemnity escrow balance. Additionally, at March 31, 2017 and December 31, 2016, our current and noncurrent accrued and other liabilities include approximately $4.2 million and $5.5 million, respectively, relating primarily to estimated contingent liabilities, costs associated with the TSA and severance agreements associated with the sale of the Climate Control Business. Summarized results of discontinued operations are as follows for the three months ended March 31, 2016 (in thousands): Net sales $ 66,627 Cost of sales 45,454 Selling, general and administrative expense 15,968 Other expense, net 143 Income from operations of discontinued operations 5,062 Provision for income taxes 4,238 Income from discontinued operations, net of taxes $ 824 Summarized condensed cash flow information of discontinued operations is as follows for the three months ended March 31, 2016 (in thousands): Deferred income taxes $ 3,608 Depreciation and amortization of property, plant and equipment $ 1,089 Stock-based compensation $ 230 Expenditures for property, plant and equipment $ 153 Software and software development costs $ 477 |
Loss per Common Share
Loss per Common Share | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Loss per Common Share | Note 3: Loss Per Common Share Three Months Ended March 31, 2017 2016 (Dollars Share Amounts) Numerator: Net loss: $ (5,986 ) $ (14,941 ) Adjustments for basic net loss per common share: Dividend requirements on Series E Redeemable Preferred (5,536 ) (7,350 ) Dividend requirements on Series B Preferred (60 ) (60 ) Dividend requirements on Series D Preferred (15 ) (15 ) Accretion of Series E Redeemable Preferred (1,599 ) (2,243 ) Numerator for basic and diluted net loss per common share - net loss attributable to common stockholders $ (13,196 ) $ (24,609 ) Denominator: Denominator for basic and dilutive net loss per common share - weighted- average shares (1) 27,248,059 22,868,307 Basic and diluted net loss per common share: Loss from continuing operations $ (0.48 ) $ (1.11 ) Income from discontinued operations, net of taxes — 0.03 Net loss $ (0.48 ) $ (1.08 ) (1) Excludes the weighted-average shares of unvested restricted stock that are contingently returnable. The following weighted-average shares of securities were not included in the computation of diluted net loss per common share as their effect would have been antidilutive: Three Months Ended March 31, 2017 2016 Restricted stock and stock units 1,117,426 833,642 Convertible preferred stocks 916,666 916,666 Series E Redeemable Preferred - embedded derivative 303,646 456,225 Stock options 219,011 559,167 Warrants — 4,103,746 2,556,749 6,869,446 |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 4: Inventories At March 31, 2017 and December 31, 2016, because costs exceeded the net realizable value, inventory reserves we re $38,000 an |
Current and Noncurrent Accrued
Current and Noncurrent Accrued and Other Liabilities | 3 Months Ended |
Mar. 31, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Current and Noncurrent Accrued and Other Liabilities | Note 5: Current and Noncurrent Accrued and Other Liabilities March 31, December 31, 2017 2016 (In Thousands) Accrued interest $ 5,445 $ 13,425 Deferred revenue 5,401 5,757 Accrued payroll and benefits 4,793 4,696 Accrued liabilities associated with discontinued operations 4,182 5,498 Customer deposits 3,869 2,506 Series E Redeemable Preferred - embedded derivative 2,848 2,557 Accrued death and other executive benefits (1) 2,764 4,207 Other 33,908 17,717 63,210 56,363 Less noncurrent portion 10,431 12,326 Current portion of accrued and other liabilities $ 52,779 $ 44,037 (1) During March 2017, a death benefit agreement with Jack E. Golsen, the Executive Chairman of our Board, was terminated pursuant to the terms of the agreement that allowed LSB to terminate at any time and for any reason prior to the death of the employee. As a result, the liability of approximately $1.4 million for the estimated death benefit associated with this agreement was extinguished and derecognized with the offset classified as other income. For the three months ended March 31, 2017, the effect of this adjustment (after income taxes of $0.5 million) decreas ed basic and diluted loss per share by $0.03 per share. |
Asset Retirement Obligations
Asset Retirement Obligations | 3 Months Ended |
Mar. 31, 2017 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligations | Note 6: Asset Retirement Obligations Currently, we have various legal requirements related to operations of our chemical facilities, including the disposal of waste water generated at certain of these facilities. Additionally, we have certain chemical facilities 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 (“ARO”). In addition, we currently have no plans to discontinue the use of these facilities, and these facilities have an indefinite expected life. As a result, a liability for only a minimal amount relating to AROs associated with certain 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, we own 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, 2017 and December 31, 2016, our accrued liability for AROs was $293,000 and $546,000, respectively. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Note 7: Long-Term Debt Our long-term debt consists of the following: March 31, December 2017 2016 (In Thousands) Working Capital Revolver Loan, with a current interest rate of $ — $ — Senior Secured Notes due 2019 (B) 375,000 375,000 Secured Promissory Note due 2017, with a current interest rate of 4.05% (C) 4,723 6,566 Secured Promissory Note due 2019, with a current interest rate of 5.73% (D) 8,917 9,167 Secured Promissory Note due 2021, with a current interest rate of 5.25% (E) 13,532 14,272 Secured Promissory Note due 2023, with a current interest rate of 5.04% (F) 18,150 18,645 Other, with a current weighted-average interest rate of 4.55%, most of which is secured primarily by machinery and equipment 3,833 4,185 Unamortized discount and debt issuance costs (6,883 ) (7,615 ) 417,272 420,220 Less current portion of long-term debt 11,752 13,745 Long-term debt due after one year, net $ 405,520 $ 406,475 (A) Our revolving credit facility (the “Working Capital Revolver Loan”), as amended in January 2017, provides advances up to $50 million (but provides an ability to expand the commitment an additional $25 million), based on specific percentages of eligible accounts receivable and inventories and up to $10 million of letters of credit, the outstanding amount of which reduces the available for borrowing under the Working Capital Revolver Loan. At March 31, 2017, our available borrowings under our Working Capital Revolver Loan were approximately $44.9 million, ba sed o n our eligible collateral, less outstanding letters of credit. The maturity date of the Working Capital Revolver Loan is January 17, 2022, with a springing earlier maturity date (the “Springing Maturity Date”) that is 90 days prior to the maturity date of our Senior Secured Notes, to the extent the Senior Secured Notes are not refinanced or repaid prior to the Springing Maturity Date. The Working Capital Revolver Loan also provides for a springing financial covenant (the “Financial Covenant”), which requires that, if the borrowing availability is less than or equal to the greater of 10.0% of the total revolver commitments and $5 million, then the borrowers must maintain (a) with respect to relevant periods ending on or prior to September 30, 2017, a minimum EBITDA in the amount set forth in the Working Capital Revolver Loan Amendment and (b) with respect to relevant periods ending after September 30, 2017, a minimum fixed charge coverage ratio of not less than 1.00 to 1.00. The Financial Covenant, if triggered, is tested monthl y. (B) The Senior Secured Notes mature on August 1, 2019. Interest is to be paid semiannually on February 1st and August 1st. In September 2016, we entered into the First Supplemental Indenture to the original Indenture (the “Original 7.75% Indenture”) that, among other things, increased the annual interest rate to 8.5% from 7.75%, effective August 1, 2016. (C) Zena Energy L.L.C. (“Zena”), one of our subsidiaries, is party to a secured promissory note due December 1, 2017. Principal and interest are payable in monthly installments. I nterest is based on the LIBOR rate plus 300 basis points . (D) El Dorado Chemical Company (“EDC”), one of our subsidiaries , is party to a secured promissory note due June 29, 2019 . Principal and interest are payable in equal monthly installments with a final balloon payment of approximately $ 6.7 million . (E) El Dorado Chemical Company (“EDC”), one of our subsidiaries, is party to a secured promissory note due March 26, 2021 . Principal and interest are payable in monthly installments. Note 7: Long-Term Debt (continued) (F) El Dorado Ammonia L.L.C. (“EDA”), one of our subsidiaries, is party to a secured promissory note due in May 2023 . Principal and interest are payable in equal monthly installments with a final balloon payment of approximately $6.1 million. This promissory note bears interest at a rate that is based on the monthly LIBOR rate plus a base rate. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 8: Commitments and Contingencies Natural Gas Purchase Commitments – At March 31, 2017, our natural gas contracts, which are exempt from mark-to-market accounting, included volume purchase commitments with fixed costs of approximately 1.2 million MMBtu of natural gas. These contracts extend through June 2017 at a weighted-average cost of $3.17 per MMBtu ($3.8 million) and a weighted-average market value of $3.03 per MMBtu ($3.6 million). 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 and to other laws regarding health and safety matters (collectively, the “Environmental and Health Laws”). In particular, the manufacture, production and distribution of products activities that entail environmental and public health risks and impose obligations under the Environmental and Health Laws, many of which provide for certain performance obligations, substantial fines and criminal sanctions for violations. Certain Environmental and Health Laws impose strict liability as well as joint and several liability for costs required to remediate and restore sites where hazardous substances, hydrocarbons or solid wastes have been stored or released. We may be required to remediate contaminated properties currently or formerly owned or operated by us or facilities of third parties that received waste generated by our operations regardless of whether such contamination resulted from the conduct of others or from consequences of our own actions that were in compliance with all applicable laws at the time those actions were taken. In connection with certain acquisitions, we could acquire, or be required to provide indemnification against, environmental liabilities that could expose us to material losses. In certain instances, citizen groups also have the ability to bring legal proceedings against us if we are not in compliance with environmental laws, or to challenge our ability to receive environmental permits that we need to operate. In addition, claims for damages to persons or property, including natural resources, may result from the environmental, health and safety effects of our operations. 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. Our insurance may not cover all environmental risks and costs or may not provide sufficient coverage if an environmental claim is made against us. Historically, significant capital expenditures have been incurred by our subsidiaries in order to comply with the Environmental and Health Laws, and significant capital expenditures are expected to be incurred in the future. We will also be obligated to manage certain discharge water outlets and monitor groundwater contaminants at our facilities should we discontinue the operations of a facility. We do not operate the natural gas wells where we own a working interest and compliance with Environmental and Health Laws is controlled by others. We are responsible for our working interest proportionate share of the costs involved. As of March 31, 2017, our accrued liabilities for environmental matters totale d $175,000 rel – 1. Discharge Water Matters Each of our manufacturing facilities generates process wastewater, which may include cooling tower and boiler water quality control streams, contact storm water 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 and overseen by the U.S. Environmental Protection Agency (the “EPA”). These permits limit the type and amount of effluents that can be discharged and control the method of such discharge. Note 8: Commitments and Contingencies (continued) Our facility located in Pryor, Oklahoma (the “Pryor Facility”) is authorized by permit to inject wastewater into an on-site underground injection well through 2018. The Oklahoma Department of Environmental Quality (“ODEQ”) has indicated that the permit may not be renewed following its expiration, and the Pryor Chemical Company Our El Dorado Facility is subject to a National Pollutant Discharge Elimination System (“NPDES”) permit issued by the Arkansas Department of Environmental Quality (“ADEQ”) in 2004. In 2010, the ADEQ issued a draft NPDES permit renewal for the El Dorado Facility, which contains more restrictive discharge limits than the previous 2004 permit. These more restrictive limits could impose additional costs on the El Dorado Facility, and may require the facility to make operational changes in order to meet these more restrictive limits. From time to time, the El Dorado Facility has had difficulty meeting the more restrictive dissolved minerals NPDES permit levels, primarily related to storm-water runoff and EDC is currently working with ADEQ to resolve this issue through a new permit, which is currently in progress. EDC believes that the El Dorado Facility has generally demonstrated its ability to comply with applicable ammonia and nitrate permit levels, but has, from time to time, had difficulty meeting the more restrictive dissolved minerals permit levels, primarily related to storm-water runoff. We do not believe this matter regarding meeting the permit requirements as to the dissolved minerals is a continuing issue for the process wastewater as the result of the El Dorado Facility disposing its wastewater (beginning in September 2013) via a pipeline constructed by the City of El Dorado, Arkansas. We believe that the issue with the storm-water runoff should be resolved if and when the ADEQ issues a new NPDES discharge water permit, which we have been advised that the ADEQ is currently processing. During 2012, EDC paid a penalty of $100,000 to settle an administrative complaint issued by the EPA, and thereafter handled by the U.S. Department of Justice (“DOJ”), relating to certain alleged violations of EDC’s 2004 NPDES permit from 2004 through 2010. At the time of settlement, the DOJ advised that an additional action may be brought for alleged permit violations occurring after 2010. As of the date of this report, no action has been filed by the DOJ against EDC. As a result, the cost (or range of costs) cannot currently be reasonably estimated regarding this matter. Therefore, no liability has been established for potential future penalties as of March 31, In addition, the El Dorado Facility is currently operating under a consent administrative order (the “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 risk assessment was submitted in August 2007. In February 2015, the ADEQ stated that El Dorado Chemical was meeting the requirements of the CAO and should continue semi-annual monitoring. 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. Therefo re, no li 2. Air Matters PCC has been advised by the ODEQ that the agency is conducting an investigation into whether the Pryor Facility is in compliance with certain ODEQ air quality rules and regulations and whether PCC’s reports of certain air emissions, primarily in 2011, were intentionally misreported to the ODEQ. PCC is cooperating with the ODEQ in connection with this ongoing investigation. As of March 31 3. Other Environmental Matters In November 2006, EDC entered into a Consent Administrative Order (“CAO”) with the ADEQ to address nitrates in shallow groundwater. The CAO requires EDC to perform semi-annual groundwater monitoring, continue operation of a groundwater recovery system, submit a human health and ecological risk assessment, and submit a remedial action plan. EDC’s risk assessment and the remedial action plan, initially submitted to the ADEQ in 2007, recommended monitored natural attenuation. The ADEQ’s review of the EDC proposed remedy is ongoing. Under the CAO, the ADEQ may require additional wells be added to the program or may allow EDC to remove wells from the program. At this time, the duration and cost (or range of costs) of the ground water monitoring program or the necessity for any additional remediation cannot be reasonably estimated. Note 8: Commitments and Contingencies (continued) During 2014, the Cherokee Facility received Notice of Violation (“NOV”) from the EPA as a result of a 2013 risk management inspection at the facility. The NOV listed eleven alleged violations. We reached a settlement of the NOV in March 2016 whereby we agreed and paid a penalty in the form of providing approximately $100,000 to purchase emergency response equipment for local first responders plus a civil penalty to the EPA of approximately $26,000. In 20 02, certain of o As the successor to a prior owner of the Hallowell Facility, Chevron Environmental Management Company (“Chevron”) has agreed in writing, within certain limitations, to pay and has been p aying one-half of the cos Our subsidiary and Chevron have retained an environmental consultant to prepare and perform a corrective action study work plan as to the appropriate method to remediate the Hallowell Facility. The proposed strategy includes long-term surface and groundwater monitoring to track the natural decline in contamination. The KDHE is currently evaluating the corrective action strategy, and, thus, it is unknown what additional work the KDHE may require, if any, at this time. We are advised by our consultant that until the study is completed there is not sufficient information to develop a meaningful and reliable estimate (or range of estimate) as to the cost of the remediation. We accrued our allocable portion of costs primarily 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. As more information becomes available, our estimated accrual will be refined B. Other Pending, Threatened or Settled Litigation In 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 was a customer of EDC, and purchased AN from EDC from time to time. LSB and EDC received letters from counsel purporting to represent subrogated insurance carriers, personal injury claimants and persons who suffered property damages informing LSB and EDC 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. Initial lawsuits filed named West Fertilizer and another supplier of AN as defendants. In 2014, EDC and LSB were named as defendants, together with other AN manufacturers and brokers that arranged the transport and delivery of AN to West Fertilizer, in the case styled City of West, Texas vs. CF Industries, Inc., et al. Subsequently, we and EDC have entered into confidential settlement agreements (with approval of our insurance carriers) with several plaintiffs t A portion of these , no liability Note 8: Commitments and Contingencies (continued) In May 2015, our subsidiary, EDC, was sued in the matter styled BAE Systems Ordinance Systems, Inc. et al. vs. El Dorado Chemical Company force majeure force majeure In September 2015, a case styled Dennis Wilson vs. LSB Industries, Inc I n September 2015, we and El Dorado Ammonia L.L.C. (“EDA”) received formal written notice from Global Industrial, Inc. (“Global”) of Global’s intention to assert mechanic liens for labor, service, or materials furnished under certain subcontract agreements for the improvement of the new ammonia plant at our El Dorado Facility. Global is a subcontractor of Leidos Constructors, LLC (“Leidos”), the general contractor for EDA for the construction for the ammonia plant. Leidos terminated the services of Global with respect to their work performed at our El Dorado Facility in July 2015 and Global claims it is entitled to payment for certain work prior to its termination in the sum of approximately $18 million. Leidos reports that it made an estimated $6 million payment to Global on or about September 11, 2015, and EDA paid Leidos approximately $3.5 million relating to work performed by subcontractors of Global. Leidos has not approved certain payments to Global pending the result of on-going audits and investigation undertaken to quantify the financial impact of Global’s work. EDA intends to monitor the Leidos audit, and conduct its own investigation, in an effort to determine whether any additional payment should be released to Global for any work not in dispute. LSB and EDA intend to pursue recovery of any damage or loss caused by Global’s work performed at our El Dorado Facility. In January 2016, El Dorado, Leidos and Global reached an agreement whereby the approximately $3.6 million claims of Leidos’ remaining unpaid subcontracts, vendors and suppliers will be paid (and these suppliers and subcontractors will in turn issue releases of their respective claims and liens). In addition, Global will reduce the value of its claim as against Leidos, and its lien amount as against the project by a like amount. After all such lower tier supplier and subcontractors are satisfied, the Global claim and lien amount will be reduced to approximately $5 million. In March 2016, EDC and we were served a summons in a case styled Global Industrial, Inc. d/b/a Global Turnaround vs. Leidos Constructors, LLC et al., where in Global seeks damages under breach of contract and other claims. We have requested indemnifications from Leidos under the terms of our contracts and we intend to vigorously defend against the allegation made by Global. No liability has been established in connection with the remaining $5 million clai We are also involved in various other claims and legal actions. 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
Derivatives, Hedges, Financial Instruments and Carbon Credits | 3 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivatives, Hedges, Financial Instruments and Carbon Credits | Note 9: Derivatives, Hedges, Financial Instruments and Carbon Credits For the periods presented, the following significant instruments are accounted for on a fair value basis: Carbon Credits and Associated Contractual Obligation Periodically, we are issued climate reserve tonnes (“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 Covestro, a certain portion of the carbon credits are to be sold and the proceeds given to Covestro to recover the costs of the Project, and any balance thereafter to be allocated between Covestro and EDN. We have no obligation to reimburse Covestro 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, 2017, we had approximat ely 369,000 Note 9: Derivatives, Hedges, Financial Instruments and Carbon Credits (continued) Embedded Derivative Certain embedded features (“embedded derivative”) relating to the redemption of the Series E Redeemable Preferred, which includes certain contingent redemption features and the participation rights value have been bifurcated from the Series E Redeemable Preferred and recorded as a liabilit y. At March 31, 2017, the result of the Indenture Amendments in connection with the previously reported redemption of a portion of our Senior Secured Notes and the redemption of the portion of Series E Redeemable Preferred, e estimate that the contingent redemption feature r value at March 31, 2017 based on low probability that the remaining shares of Series E Redeemable Preferred would be redeemed prior to August 2, 2019. A The following is a summary of the classifications of valuations of fair value: Level 1 - The valuations of contracts classified as Level 1 are based on quoted prices in active markets for identical contracts. At March 31, 2017 and December 31, 2016, we did not have any contracts classified as Level 1. Level 2 - 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, 2017 and December 31, 2016, we did not have any significant contracts classified as Level 2. Level 3 - 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, 2017, the valuation ($2.35 per carbon credit) of the carbon credits and the contractual obligations associated with these carbon credits is classified as Level 3 and is based on the most recent sales transaction and reevaluated for market changes, if any, and on the range of ask/bid prices obtained from a broker adjusted for minimal market volume activity. At December 31, 2016, we did not have any carbon credits or related contractual obligations associated with carbon credits. The valuation is 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. At March 31, 2017 and December 31, 2016, the valuations of the embedded derivative are classified as Level 3. This derivative is valued using market information, management’s redemption assumptions, the underlying number of shares as defined in the terms of the Series E Redeemable Preferred, and the market price of our common stock. In addition, no valuation input adjustments were considered necessary relating to nonperformance risk for the carbon credits or the embedded derivative. Note 9: Derivatives, Hedges, Financial Instruments and Carbon Credits (continued) The following details our assets and liabilities that are measured at fair value on a recurring basis at March 31, 2017 and December 31, 2016: Fair Value Measurements at March 31, 2017 Using Description Total Fair Value at March 31, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Fair Value at December 31, 2016 (In Thousands) Assets - Supplies, prepaid items and other: Carbon credits $ 867 $ — $ — $ 867 $ — Total $ 867 $ — $ — $ 867 $ — Liabilities - Current and noncurrent accrued and other liabilities: Contractual obligations - carbon credits $ (867 ) $ — $ — $ (867 ) $ — Embedded derivative (2,848 ) — — (2,848 ) (2,557 ) Foreign exchange contracts — — — — (1 ) Total $ (3,715 ) $ — $ — $ (3,715 ) $ (2,558 ) 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. 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, 2017 2016 2017 2016 (In Thousands) Beginning balance $ — $ 1,154 $ (2,557 ) $ (1,154 ) Transfers into Level 3 — — — — Transfers out of Level 3 — — — — Total realized and unrealized gains (losses) included in operating results 867 60 (1,158 ) (60 ) Purchases — — — — Issuances — — — — Sales — — — — Settlements — — — — Ending balance $ 867 $ 1,214 $ (3,715 ) $ (1,214 ) 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 $ 867 $ 60 $ (1,158 ) $ (60 ) Note 9: Derivatives, Hedges, Financial Instruments and Carbon Credits (continued) Net gains (losses) included in continuing operating results and the statement of operations classifications are as follows: Three Months Ended March 31, 2017 2016 (In Thousands) Total net gains (losses) included in operating results: Cost of sales - Undesignated commodities contracts $ — $ (17 ) Cost of sales - Undesignated foreign exchange contracts — 13 Other income - Carbon credits 867 60 Other expense - Contractual obligations relating to carbon credits (867 ) (60 ) Non-operating other expense - embedded derivative (291 ) (2,509 ) Total net losses included in operating results $ (291 ) $ (2,513 ) At March 31, 2017 and December 31, 2016, we did not have any financial instruments with fair values significantly different from their carrying amounts (which excludes issuance costs, if applicable), except for the Senior Secured Notes as shown below. March 31, 2017 December 31, 2016 Carrying Estimated Carrying Estimated Amount Fair Value Amount Fair Value (In Millions) Senior Secured Notes (1) $ 375 $ 366 $ 375 $ 356 (1) Based on a quoted price of 97.5 at The Senior Secured Notes valuations are classified as Level 2. 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 6 - Asset Retirement Obligations. In addition, see discussion under “Impairment of Long-Lived Assets in Note 1 - Summary of Significant Accounting Policies. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 10: Income Taxes B enefit for income taxes from continuing operations are as follows: Three Months Ended March 31, 2017 2016 (In Thousands) Current: Federal $ — $ — State (40 ) 87 Total Current $ (40 ) $ 87 Deferred: Federal $ (1,212 ) $ (5,259 ) State (30 ) 322 Total Deferred $ (1,242 ) $ (4,937 ) Benefit for income taxes $ (1,282 ) $ (4,850 ) For the three months ended March 31, 2017 and 2016, 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 rate for 2017 includes the impact of permanent tax differences, such as a loss on embedded derivatives, valuation allowances, and other permanent items. We reduce our deferred tax assets by a valuation allowance if, based upon the weight of available evidence, it is more-likely-than-not that we will not realize some portion or all of the deferred tax assets. We consider relevant evidence, both positive and negative, to determine the need for a valuation allowance. Information evaluated includes our financial position and results of operations for the current and preceding years, the availability of deferred tax liabilities and tax carrybacks, as well as an evaluation of currently available information about future years. We determined it was more-likely-than-not that a portion of the state NOL carryforwards would not be able to be utilized before expiration and we estimate the valuation allowance associated with these state NOL carryforwards to be recorded during 2017 will be approximately $6.1 We will continue to evaluate both the positive and negative evidence on a quarterly basis in determining the need for a valuation allowance with respect to our deferred tax assets. Changes in positive and negative evidence, including differences between estimated and actual results, could result in changes in the valuation of our deferred tax assets that could have a material impact on our consolidated financial statements. Changes in existing tax laws could also affect actual tax results and the realization of deferred tax assets over time. The tax benefit from continuing operations for the three months ended March 31, 2017 wa s $1.3 million (18% of LSB and certain of its subsidiaries file income tax returns in the U.S. federal jurisdiction and various state jurisdictions. With few exceptions, t he 2013-2015 y |
Securities Financing Including
Securities Financing Including Redeemable Preferred Stocks | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Securities Financing Including Redeemable Preferred Stocks | Note 11. Securities Financing Including Redeemable Preferred Stocks Series E Redeemable Preferred The Series E Redeemable Preferred has a 14% annual dividend rate and a participating right in dividends and liquidating distributions equal to 303,646 shares of common stock as of March 31, 2017. Dividends accrue semi-annually in arrears and are compounded. As discussed in Note 9, the embedded derivative, which includes certain contingent redemption features and the participation rights value, relating to the redemption of the Series E Redeemable Preferred has been bifurcated from the Series E Redeemable Preferred and recorded as a liability. Series F Redeemable Preferred As of March 31, 2017, the one share of Series F Redeemable Preferred has voting rights (the “Series F Voting Rights”) to vote as a single class on all matters which the common stock have the right to vote and is entitled to a number of votes equal to 456,225 shares of our common stock. Changes in our Series E Redeemable Preferred (no change to the Series F Redeemable Preferred) are as follows: Series Shares Amount (Dollars In Thousands) Balance at December 31, 2016 139,768 $ 145,029 Accretion relating to liquidation preference on preferred stock — 1,124 Accretion for discount and issuance costs on preferred stock — 475 Accumulated dividends — 5,536 Balance at March 31, 2017 139,768 $ 152,164 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 12: Related Party Transactions No dividends were declared during the first quarter of 2017 or 2016. At March 31, 2017, accumulated dividends on the Series B and Series D Preferred totaled approxim ately $453,000. T See discussion in Note 5 concerning the termination of a death benefit agreement with Jack E. Golsen, the Executive Chairman of our Board. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Mar. 31, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Note 13: Supplemental Cash Flow Information The following provides additional information relating to cash flow activities: Three Months Ended March 31, 2017 2016 (In Thousands) Cash refunds for: Income taxes, net $ (115 ) $ (122 ) Noncash investing and financing activities: Accounts receivable and accounts payable associated with additions of property, plant and equipment $ 8,844 $ 54,237 Long-term debt associated with additions of capitalized internal-use software and software development $ — $ 153 Dividends accrued on Series E Redeemable Preferred $ 5,536 $ 7,350 Accretion of Series E Redeemable Preferred $ 1,599 $ 2,243 |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Consolidation | Basis of Consolidation - LSB Industries, Inc. (“LSB”) and its subsidiaries (the “Company”, “We”, “Us”, or “Our”) are consolidated in the accompanying condensed consolidated financial statements. LSB is a holding company with no significant operations or assets other than cash, cash equivalents, and investments in its subsidiaries. Our 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. All material intercompany accounts and transactions have been eliminated. |
Nature of Business | Nature of Business - We are engaged in the manufacture and sale of chemical products. The chemical products we primarily manufacture, market and sell are ammonia, fertilizer grade ammonium nitrate (“HDAN”), urea ammonium nitrate (“UAN”), and ammonium nitrate (“AN”) solution for agricultural applications, high purity and commercial grade ammonia, high purity AN, sulfuric acids, concentrated, blended and regular nitric acid, mixed nitrating acids, carbon dioxide, and diesel exhaust fluid for industrial applications, and industrial grade AN (“LDAN”) and solutions for the mining industry. We manufacture and distribute our products in four facilities; three of which we own and are located in El Dorado, Arkansas (the “El Dorado Facility”); Cherokee, Alabama (the “Cherokee Facility”); and Pryor, Oklahoma (the “Pryor Facility”); and one of which we operate on behalf of a global chemical company in Baytown, Texas (the “Baytown Facility”). Sales to customers include farmers, ranchers, fertilizer dealers and distributors primarily in the ranch land and grain production markets in the United States (U.S.); industrial users of acids throughout the U.S. and parts of Canada; and explosive manufacturers in the U.S. In our opinion, the unaudited condensed consolidated financial statements of the Company as of March 31, 2017 and for the three-month period ended March 31, 2017 and 2016 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 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 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 2016 Form 10-K. |
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. |
Concentration of Credit Risks for Cash and Cash Equivalents | Concentration of Credit Risks for Cash and Cash Equivalents – Financial instruments relating to cash and cash equivalents potentially subject us to concentrations of credit risk. These financial instruments were held by financial institutions within the U.S. and none of these financial instruments were in excess of the federally insured limits. |
Inventories | Inventories - Inventories are stated at the lower of cost (determined using the first-in, first-out (“FIFO”) basis) or net realizable value, which is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, transportation or disposal. Finished goods include material, labor, and manufacturing overhead costs. On January 1, 2017 we adopted ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory as discussed below in “Recently Issued Accounting Pronouncements”. |
Redeemable Preferred Stocks | Redeemable Preferred Stocks - Our redeemable preferred stocks that are redeemable outside of our control are classified as temporary/mezzanine equity. The redeemable preferred stocks were recorded at fair value upon issuance, net of issuance costs or discounts. In addition, certain embedded features included in the Series E Redeemable Preferred required bifurcation and are classified as derivative liabilities. The carrying values of the redeemable preferred stocks are being increased by periodic accretions (including the amount for dividends earned but not yet declared or paid) using the interest method so that the carrying amount will equal the redemption value as of August 2, 2019, the earliest possible redemption date by the holder. The amount of accretion was Note 1: Summary of Significant Accounting Policies (continued) recorded to retained earnings. However, it is reasonably possible this accretion could accelerate if the expected redemption date is earlier than August 2, 2019. |
Equity Awards | Equity Awards - Equity award transactions with employees are measured based on the estimated fair value of the equity awards issued. For equity awards with only service conditions that have a graded vesting period, we recognize compensation cost on a straight-line basis over the requisite service period for the entire award. In addition, historically we issue new shares of common stock u pon the exercise of stock options but treasury shares may be used. During the three months ended March 31, 2017, the compensation committee of our Board of Directors (the “Board”) approved the gra nts of 136,142 sh For the three months ended March 31, 2017 and 2016, the total stock-based compensation expense associated with our continuing operations wa s $1.2 mil |
Income (Loss) per Common Share | Income (Loss) per Common Share - Net income (loss) attributable to common stockholders is computed by adjusting net income (loss) by the amount of dividends and dividend requirements on preferred stocks and the accretion of redeemable preferred stocks, if applicable. B asic loss per common share is computed by dividing net loss at tributable to common stockholders by the weighted average number of common shares outstanding, excluding contingently returnable common shares (unvested restricted stock), if applicable. For periods we earn net income, a proportional share of net income is allocated to participating securities, if applicable, determined by dividing total weighted average participating securities by the sum of the total weighted average common shares and participating securities (the “two-class method”). Certain securities (Series E Redeemable Preferred and restricted stock units) participate in dividends declared on our common stock and are therefore considered to be participating securities. Participating securities have the effect of diluting both basic and diluted income per common share during periods of net income. For periods we incur a net loss, no loss is allocated to participating securities because they have no contractual obligation to share in our losses. Diluted loss per common share is computed after giving consideration to the dilutive effect of our potential common stock instruments that are outstanding during the period, except where such non-participating securities would be anti-dilutive. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements - In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) , which will supersede nearly all existing revenue recognition guidance under GAAP. This ASU’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In July 2015, the FASB approved a one-year deferral of the effective date of this ASU with the option to early adopt but not before the original effective date. In addition, the FASB has issued various ASUs further amending revenue recognition guidance, which includes ASU 2016-08, 2016-10, 2016-11, 2016-12 and 2016-20. We plan to adopt this ASU on the effective date of January 1, 2018 using the “modified retrospective” adoption method, meaning the standard is applied only to the most current period presented in the financial statements and apply only to existing contracts as of the effective date. We have performed a preliminary review of a majority of our contracts with customers with significant sales in 2016. Most of these contracts are short-term (have been completed or will be completed before the effective date); however, we do have certain long-term sales contracts that may be affected by the new requirements. In addition, although most of our revenue stream relates to the sale of chemical products, we have identified additional smaller revenue streams, such as our working interest in natural gas properties, performing various services, and rental income. A contract review process has been implemented to obtain and review our new or amended contracts for analysis for adopting this ASU. We are developing a preliminary accounting policy and the methodology of identifying performance obligations, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation for the contacts that will be affected. We plan to elect an accounting policy to account for shipping and handling activities performed after a customer obtains control of the good as activities to fulfil the promise to transfer the good to the customer. Although we anticipate that upon adoption of this new ASU, the timing of revenue recognition for certain of our revenue streams might change, we have not determined the effect on our financial statements. In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory Note 1: Summary of Significant Accounting Policies (continued) course of business, less reasonably predictable costs of completion, disposal, and transportation, rather than the lower of cost or market in the previous guidance. This amendment applies to inventory that is measured using FIFO. We prospectively adopted this ASU on January 1, 2017. The adoption of this ASU did not impact our financial statements. In February 2016, the FASB issued ASU No. 2016- 02, Leases (Topic 842) , which supersedes the lease requirements in Topic 840, Leases . The objective of this ASU is to establish the principles that lessees and lessors shall apply to report useful information to users of financial statements about the amount, timing, and uncertainty of cash flows arising from a lease. We plan to adopt this ASU on January 1, 2019. ented. Although we currently have a relatively small number of leases, we are evaluating the effect of this guidance on our consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, which amends ASC Topic 718, Compensation - Stock Compensation. This guidance Among other requirements, the new guidance requires all tax effects related to share-based payments at settlement (or expiration) to be recorded through the income statement. Previously, tax benefits in excess of compensation cost ("windfalls") were recorded in equity, and tax deficiencies ("shortfalls") were recorded in equity to the extent of previous windfalls, and then to the income statement. As required, this change was applied prospectively to all excess tax benefits and tax deficiencies resulting from settlements. Under the new guidance, the windfall tax benefit is to be recorded when it arises, subject to normal valuation allowance considerations. Excess tax benefits that were not previously recognized because the related tax deduction had not reduced current taxes payable were recorded through a cumulative effect adjustment as of the date of the adoption. As required, this change was applied on a modified retrospective basis, with a cumulative effect adjustment of change in accounting principle of approximately $1.1 million as a deferred tax asset with the offset in retained earnings. We made an accounting policy election to account for the amount related to excess tax benefits and deficiencies utilizing the direct effect approach. Under the new guidance, all tax related cash flows resulting from share-based payments are to be reported as operating activities on the statement of cash flows, a change from activities. In addition, cash paid by an employer to taxing authorities when the employer directly withholds shares for tax withholding purposes is to be reported as financing activities. These changes were applied on a retrospective basis, but did not impact the statement of cash flows for the three months ended March 31, 2016. Under the new guidance, we made an accounting policy election to account for forfeitures as t hey occur, a change from the previous requirement to estimate forfeitures each period. As required, this change was applied on a modified retrospective basis; however, as of December 31, 2016, we had estimated no forfeitures relating to the outstanding equity awards. As a result, no adjustment was required. Going forward, the adoption of this ASU could cause volatility in the effective tax rate. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, a consensus of the FASB Emerging Issues Task Force. The amendments in this ASU revise the guidance in Topic 230, Statement of Cash Flows, to require cash and cash equivalents to include restricted cash (and restricted cash equivalents) on the statement of cash flows. This ASU is effective for us on January 1, 2018 and adoption will be applied on retrospective basis for all periods presented. We plan to adopt this ASU on January 1, 201 |
Discontinued Operations (Tables
Discontinued Operations (Tables) - Climate Control Group [Member] - Discontinued Operations [Member] | 3 Months Ended |
Mar. 31, 2017 | |
Schedule of Results of Operating Information | Summarized results of discontinued operations are as follows for the three months ended March 31, 2016 (in thousands): Net sales $ 66,627 Cost of sales 45,454 Selling, general and administrative expense 15,968 Other expense, net 143 Income from operations of discontinued operations 5,062 Provision for income taxes 4,238 Income from discontinued operations, net of taxes $ 824 |
Schedule of Condensed Cash Flow Information | Summarized condensed cash flow information of discontinued operations is as follows for the three months ended March 31, 2016 (in thousands): Deferred income taxes $ 3,608 Depreciation and amortization of property, plant and equipment $ 1,089 Stock-based compensation $ 230 Expenditures for property, plant and equipment $ 153 Software and software development costs $ 477 |
Loss per Common Share (Tables)
Loss per Common Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Loss Per Common Share | Three Months Ended March 31, 2017 2016 (Dollars Share Amounts) Numerator: Net loss: $ (5,986 ) $ (14,941 ) Adjustments for basic net loss per common share: Dividend requirements on Series E Redeemable Preferred (5,536 ) (7,350 ) Dividend requirements on Series B Preferred (60 ) (60 ) Dividend requirements on Series D Preferred (15 ) (15 ) Accretion of Series E Redeemable Preferred (1,599 ) (2,243 ) Numerator for basic and diluted net loss per common share - net loss attributable to common stockholders $ (13,196 ) $ (24,609 ) Denominator: Denominator for basic and dilutive net loss per common share - weighted- average shares (1) 27,248,059 22,868,307 Basic and diluted net loss per common share: Loss from continuing operations $ (0.48 ) $ (1.11 ) Income from discontinued operations, net of taxes — 0.03 Net loss $ (0.48 ) $ (1.08 ) (1) Excludes the weighted-average shares of unvested restricted stock that are contingently returnable. |
Antidilutive Securities Excluded from Computation of Diluted Net Loss Per Common Share | The following weighted-average shares of securities were not included in the computation of diluted net loss per common share as their effect would have been antidilutive: Three Months Ended March 31, 2017 2016 Restricted stock and stock units 1,117,426 833,642 Convertible preferred stocks 916,666 916,666 Series E Redeemable Preferred - embedded derivative 303,646 456,225 Stock options 219,011 559,167 Warrants — 4,103,746 2,556,749 6,869,446 |
Current and Noncurrent Accrue23
Current and Noncurrent Accrued and Other Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Summary of Current and Noncurrent Accrued and Other Liabilities | March 31, December 31, 2017 2016 (In Thousands) Accrued interest $ 5,445 $ 13,425 Deferred revenue 5,401 5,757 Accrued payroll and benefits 4,793 4,696 Accrued liabilities associated with discontinued operations 4,182 5,498 Customer deposits 3,869 2,506 Series E Redeemable Preferred - embedded derivative 2,848 2,557 Accrued death and other executive benefits (1) 2,764 4,207 Other 33,908 17,717 63,210 56,363 Less noncurrent portion 10,431 12,326 Current portion of accrued and other liabilities $ 52,779 $ 44,037 (1) During March 2017, a death benefit agreement with Jack E. Golsen, the Executive Chairman of our Board, was terminated pursuant to the terms of the agreement that allowed LSB to terminate at any time and for any reason prior to the death of the employee. As a result, the liability of approximately $1.4 million for the estimated death benefit associated with this agreement was extinguished and derecognized with the offset classified as other income. For the three months ended March 31, 2017, the effect of this adjustment (after income taxes of $0.5 million) decreas ed basic and diluted loss per share by $0.03 per share. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Our long-term debt consists of the following: March 31, December 2017 2016 (In Thousands) Working Capital Revolver Loan, with a current interest rate of $ — $ — Senior Secured Notes due 2019 (B) 375,000 375,000 Secured Promissory Note due 2017, with a current interest rate of 4.05% (C) 4,723 6,566 Secured Promissory Note due 2019, with a current interest rate of 5.73% (D) 8,917 9,167 Secured Promissory Note due 2021, with a current interest rate of 5.25% (E) 13,532 14,272 Secured Promissory Note due 2023, with a current interest rate of 5.04% (F) 18,150 18,645 Other, with a current weighted-average interest rate of 4.55%, most of which is secured primarily by machinery and equipment 3,833 4,185 Unamortized discount and debt issuance costs (6,883 ) (7,615 ) 417,272 420,220 Less current portion of long-term debt 11,752 13,745 Long-term debt due after one year, net $ 405,520 $ 406,475 (A) Our revolving credit facility (the “Working Capital Revolver Loan”), as amended in January 2017, provides advances up to $50 million (but provides an ability to expand the commitment an additional $25 million), based on specific percentages of eligible accounts receivable and inventories and up to $10 million of letters of credit, the outstanding amount of which reduces the available for borrowing under the Working Capital Revolver Loan. At March 31, 2017, our available borrowings under our Working Capital Revolver Loan were approximately $44.9 million, ba sed o n our eligible collateral, less outstanding letters of credit. The maturity date of the Working Capital Revolver Loan is January 17, 2022, with a springing earlier maturity date (the “Springing Maturity Date”) that is 90 days prior to the maturity date of our Senior Secured Notes, to the extent the Senior Secured Notes are not refinanced or repaid prior to the Springing Maturity Date. The Working Capital Revolver Loan also provides for a springing financial covenant (the “Financial Covenant”), which requires that, if the borrowing availability is less than or equal to the greater of 10.0% of the total revolver commitments and $5 million, then the borrowers must maintain (a) with respect to relevant periods ending on or prior to September 30, 2017, a minimum EBITDA in the amount set forth in the Working Capital Revolver Loan Amendment and (b) with respect to relevant periods ending after September 30, 2017, a minimum fixed charge coverage ratio of not less than 1.00 to 1.00. The Financial Covenant, if triggered, is tested monthl y. (B) The Senior Secured Notes mature on August 1, 2019. Interest is to be paid semiannually on February 1st and August 1st. In September 2016, we entered into the First Supplemental Indenture to the original Indenture (the “Original 7.75% Indenture”) that, among other things, increased the annual interest rate to 8.5% from 7.75%, effective August 1, 2016. (C) Zena Energy L.L.C. (“Zena”), one of our subsidiaries, is party to a secured promissory note due December 1, 2017. Principal and interest are payable in monthly installments. I nterest is based on the LIBOR rate plus 300 basis points . (D) El Dorado Chemical Company (“EDC”), one of our subsidiaries , is party to a secured promissory note due June 29, 2019 . Principal and interest are payable in equal monthly installments with a final balloon payment of approximately $ 6.7 million . (E) El Dorado Chemical Company (“EDC”), one of our subsidiaries, is party to a secured promissory note due March 26, 2021 . Principal and interest are payable in monthly installments. Note 7: Long-Term Debt (continued) (F) El Dorado Ammonia L.L.C. (“EDA”), one of our subsidiaries, is party to a secured promissory note due in May 2023 . Principal and interest are payable in equal monthly installments with a final balloon payment of approximately $6.1 million. This promissory note bears interest at a rate that is based on the monthly LIBOR rate plus a base rate. |
Derivatives, Hedges, Financia25
Derivatives, Hedges, Financial Instruments and Carbon Credits (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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, 2017 and December 31, 2016: Fair Value Measurements at March 31, 2017 Using Description Total Fair Value at March 31, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Fair Value at December 31, 2016 (In Thousands) Assets - Supplies, prepaid items and other: Carbon credits $ 867 $ — $ — $ 867 $ — Total $ 867 $ — $ — $ 867 $ — Liabilities - Current and noncurrent accrued and other liabilities: Contractual obligations - carbon credits $ (867 ) $ — $ — $ (867 ) $ — Embedded derivative (2,848 ) — — (2,848 ) (2,557 ) Foreign exchange contracts — — — — (1 ) Total $ (3,715 ) $ — $ — $ (3,715 ) $ (2,558 ) |
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, 2017 2016 2017 2016 (In Thousands) Beginning balance $ — $ 1,154 $ (2,557 ) $ (1,154 ) Transfers into Level 3 — — — — Transfers out of Level 3 — — — — Total realized and unrealized gains (losses) included in operating results 867 60 (1,158 ) (60 ) Purchases — — — — Issuances — — — — Sales — — — — Settlements — — — — Ending balance $ 867 $ 1,214 $ (3,715 ) $ (1,214 ) 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 $ 867 $ 60 $ (1,158 ) $ (60 ) |
Net Gains (Losses) Included in Continuing Operating Results and Statement of Operations Classifications | Net gains (losses) included in continuing operating results and the statement of operations classifications are as follows: Three Months Ended March 31, 2017 2016 (In Thousands) Total net gains (losses) included in operating results: Cost of sales - Undesignated commodities contracts $ — $ (17 ) Cost of sales - Undesignated foreign exchange contracts — 13 Other income - Carbon credits 867 60 Other expense - Contractual obligations relating to carbon credits (867 ) (60 ) Non-operating other expense - embedded derivative (291 ) (2,509 ) Total net losses included in operating results $ (291 ) $ (2,513 ) |
Schedule of Carrying Values and Estimated Fair Values of Financial Instruments | At March 31, 2017 and December 31, 2016, we did not have any financial instruments with fair values significantly different from their carrying amounts (which excludes issuance costs, if applicable), except for the Senior Secured Notes as shown below. March 31, 2017 December 31, 2016 Carrying Estimated Carrying Estimated Amount Fair Value Amount Fair Value (In Millions) Senior Secured Notes (1) $ 375 $ 366 $ 375 $ 356 (1) Based on a quoted price of 97.5 at |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Benefit for Income Taxes from Continuing Operations | B enefit for income taxes from continuing operations are as follows: Three Months Ended March 31, 2017 2016 (In Thousands) Current: Federal $ — $ — State (40 ) 87 Total Current $ (40 ) $ 87 Deferred: Federal $ (1,212 ) $ (5,259 ) State (30 ) 322 Total Deferred $ (1,242 ) $ (4,937 ) Benefit for income taxes $ (1,282 ) $ (4,850 ) |
Securities Financing Includin27
Securities Financing Including Redeemable Preferred Stocks (Table) | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Summary of Redeemable Preferred Stock | Changes in our Series E Redeemable Preferred (no change to the Series F Redeemable Preferred) are as follows: Series Shares Amount (Dollars In Thousands) Balance at December 31, 2016 139,768 $ 145,029 Accretion relating to liquidation preference on preferred stock — 1,124 Accretion for discount and issuance costs on preferred stock — 475 Accumulated dividends — 5,536 Balance at March 31, 2017 139,768 $ 152,164 |
Supplemental Cash Flow Inform28
Supplemental Cash Flow Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
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, 2017 2016 (In Thousands) Cash refunds for: Income taxes, net $ (115 ) $ (122 ) Noncash investing and financing activities: Accounts receivable and accounts payable associated with additions of property, plant and equipment $ 8,844 $ 54,237 Long-term debt associated with additions of capitalized internal-use software and software development $ — $ 153 Dividends accrued on Series E Redeemable Preferred $ 5,536 $ 7,350 Accretion of Series E Redeemable Preferred $ 1,599 $ 2,243 |
Summary of Significant Accoun29
Summary of Significant Accounting Policies - Additional Information (Detail) | Dec. 31, 2016USD ($)shares | Mar. 31, 2017USD ($)Facilityshares | Mar. 31, 2016USD ($) | Jan. 01, 2017USD ($) |
Summary Of Significant Accounting Policies [Line Items] | ||||
Number of facilities for manufacture and distribution of products | Facility | 4 | |||
Stock-based compensation expense | $ 1,200,000 | $ 900,000 | ||
ASU No. 2016-09 [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Cumulative effect recorded as deferred tax asset | $ 1,100,000 | |||
Number of estimated forfeitures on outstanding equity awards | shares | 0 | |||
Accounting pronouncements adjustment on forfeiture | $ 0 | |||
2017 Restricted Stock [Member] | 2016 Plan [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Number of shares granted | shares | 136,142 | |||
Restricted stock, vesting period | 3 years | |||
Restricted stock, vesting percentage | 33.33% | |||
Restricted stock, vesting description | Most of the 2017 Restricted Stock vest at the end of each one-year period at a rate of one-third per year for three years. |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) - Climate Control Group [Member] - USD ($) $ in Millions | Jul. 01, 2016 | Mar. 31, 2017 | Dec. 31, 2016 |
Maximum [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Transition services period | 18 months | ||
Discontinued Operations [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Accounts receivable, net | $ 2.7 | $ 2.7 | |
Amount held in escrow deposit | 2.7 | 2.7 | |
Current and noncurrent accrued and other liabilities | $ 4.2 | $ 5.5 |
Discontinued Operations - Summa
Discontinued Operations - Summarized Results of Discontinued Operations (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Discontinued Operations And Disposal Groups [Abstract] | |
Net sales | $ 66,627 |
Cost of sales | 45,454 |
Selling, general and administrative expense | 15,968 |
Other expense, net | 143 |
Income from operations of discontinued operations | 5,062 |
Provision for income taxes | 4,238 |
Income from discontinued operations, net of taxes | $ 824 |
Discontinued Operations - Sched
Discontinued Operations - Schedule of Condensed Cash Flow Information (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Discontinued Operations And Disposal Groups [Abstract] | |
Deferred income taxes | $ 3,608 |
Depreciation and amortization of property, plant and equipment | 1,089 |
Stock-based compensation | 230 |
Expenditures for property, plant and equipment | 153 |
Software and software development costs | $ 477 |
Loss Per Common Share - Computa
Loss Per Common Share - Computation of Basic and Diluted Net loss Per Common Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Numerator: | ||
Net loss: | $ (5,986) | $ (14,941) |
Adjustments for basic net loss per common share: | ||
Dividend requirements | (75) | (75) |
Net loss attributable to common stockholders | $ (13,196) | $ (24,609) |
Denominator: | ||
Denominator for basic and dilutive net loss per common share - weighted- average shares | 27,248,059 | 22,868,307 |
Basic and diluted: | ||
Loss from continuing operations | $ (0.48) | $ (1.11) |
Income from discontinued operations, net of taxes | 0.03 | |
Net loss | $ (0.48) | $ (1.08) |
Series E Redeemable Preferred Stock [Member] | ||
Adjustments for basic net loss per common share: | ||
Dividend requirements on Series E Redeemable Preferred | $ (5,536) | $ (7,350) |
Accretion of redeemable preferred stock | (1,599) | (2,243) |
Series B Preferred Stock [Member] | ||
Adjustments for basic net loss per common share: | ||
Dividend requirements | (60) | (60) |
Series D Preferred Stock [Member] | ||
Adjustments for basic net loss per common share: | ||
Dividend requirements | $ (15) | $ (15) |
Loss Per Common Share - Antidil
Loss Per Common Share - Antidilutive Securities Excluded from Computation of Diluted Net Loss Per Common Share (Detail) - shares | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,556,749 | 6,869,446 |
Series E Redeemable Preferred Stock [Member] | Embedded Derivative [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 303,646 | 456,225 |
Restricted Stock and Stock Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,117,426 | 833,642 |
Convertible Preferred Stocks [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 916,666 | 916,666 |
Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 219,011 | 559,167 |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 4,103,746 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Inventory reserves | $ 38,000 | $ 2,977,000 |
Current and Noncurrent Accrue36
Current and Noncurrent Accrued and Other Liabilities - Summary of Current and Noncurrent Accrued and Other Liabilities (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Payables And Accruals [Abstract] | ||
Accrued interest | $ 5,445 | $ 13,425 |
Deferred revenue | 5,401 | 5,757 |
Accrued payroll and benefits | 4,793 | 4,696 |
Accrued liabilities associated with discontinued operations | 4,182 | 5,498 |
Customer deposits | 3,869 | 2,506 |
Series E Redeemable Preferred - embedded derivative | 2,848 | 2,557 |
Accrued death and other executive benefits | 2,764 | 4,207 |
Other | 33,908 | 17,717 |
Total current and noncurrent accrued liabilities | 63,210 | 56,363 |
Less noncurrent portion | 10,431 | 12,326 |
Current portion of accrued and other liabilities | $ 52,779 | $ 44,037 |
Current and Noncurrent Accrue37
Current and Noncurrent Accrued and Other Liabilities - Summary of Current and Noncurrent Accrued and Other Liabilities (Parenthetical) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Payables and Accruals [Line Items] | ||
Provisions (benefit) for income taxes | $ (1,282) | $ (4,850) |
Jack E. Golsen [Member] | ||
Payables and Accruals [Line Items] | ||
Provisions (benefit) for income taxes | $ 500 | |
Decrease in basic and diluted loss per share | $ 0.03 | |
Jack E. Golsen [Member] | Other Income [Member] | ||
Payables and Accruals [Line Items] | ||
Extinguishment of estimated death benefit | $ 1,400 |
Asset Retirement Obligations -
Asset Retirement Obligations - Additional Information (Detail) - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Asset Retirement Obligation Disclosure [Abstract] | ||
Accrued liability for AROs | $ 293,000 | $ 546,000 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 417,272 | $ 420,220 |
Unamortized discount and debt issuance costs | (6,883) | (7,615) |
Less current portion of long-term debt | 11,752 | 13,745 |
Long-term debt, net | 405,520 | 406,475 |
4.5% Working Capital Revolver Loan [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 0 | |
Senior Secured Notes Due 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 375,000 | 375,000 |
4.05% Secured Promissory Note Due 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 4,723 | 6,566 |
5.73% Secured Promissory Note Due 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 8,917 | 9,167 |
5.25% Secured Promissory Note Due 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 13,532 | 14,272 |
5.04% Secured Promissory Note Due 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 18,150 | 18,645 |
Other [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 3,833 | $ 4,185 |
Long-Term Debt - Schedule of 40
Long-Term Debt - Schedule of Long-Term Debt (Parenthetical) (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2017 | Dec. 31, 2016 | Jan. 31, 2017 | Sep. 30, 2016 | Aug. 01, 2016 | |
Debt Instrument [Line Items] | |||||
Long-term debt | $ 417,272,000 | $ 420,220,000 | |||
Zena Energy L.L.C [Member] | Secured Promissory Note Due [Member] | |||||
Debt Instrument [Line Items] | |||||
Maturity date | Dec. 1, 2017 | ||||
Debt instrument, frequency of interest payment | monthly | ||||
Debt instrument basis spread on variable rate | 3.00% | ||||
EL Dorado Chemical Company [Member] | Senior Secured Notes Due 2019 [Member] | |||||
Debt Instrument [Line Items] | |||||
Maturity date | Jun. 29, 2019 | ||||
Debt instrument, frequency of interest payment | monthly | ||||
Final balloon payment | $ 6,700,000 | ||||
Working Capital Revolver Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum amount of revolving credit facility | $ 50,000,000 | ||||
Line of credit facility, additional borrowing capacity | 25,000,000 | ||||
Letters of credit maximum capacity | $ 10,000,000 | ||||
Amount available for borrowing | $ 44,900,000 | ||||
Maturity date | Jan. 17, 2022 | ||||
Springing maturity date | 90 days | ||||
4.5% Working Capital Revolver Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, interest rate | 4.50% | 4.50% | |||
Long-term debt | $ 0 | ||||
Senior Secured Notes Due 2019 [Member] | |||||
Debt Instrument [Line Items] | |||||
Maturity year | 2,019 | 2,019 | |||
4.05% Secured Promissory Note Due 2017 [Member] | |||||
Debt Instrument [Line Items] | |||||
Maturity year | 2,017 | 2,017 | |||
Long-term debt, effective Interest Rate | 4.05% | 4.05% | |||
Long-term debt | $ 4,723,000 | $ 6,566,000 | |||
5.73% Secured Promissory Note Due 2019 [Member] | |||||
Debt Instrument [Line Items] | |||||
Maturity year | 2,019 | 2,019 | |||
Long-term debt, effective Interest Rate | 5.73% | 5.73% | |||
Long-term debt | $ 8,917,000 | $ 9,167,000 | |||
5.04% Secured Promissory Note Due 2023 [Member] | |||||
Debt Instrument [Line Items] | |||||
Maturity year | 2,023 | 2,023 | |||
Long-term debt, effective Interest Rate | 5.04% | 5.04% | |||
Maturity date | May 31, 2023 | ||||
Long-term debt | $ 18,150,000 | $ 18,645,000 | |||
Debt instrument, frequency of interest payment | monthly | ||||
Final balloon payment | $ 6,100,000 | ||||
5.04% Secured Promissory Note Due 2023 [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument term | interest at a rate that is based on the monthly LIBOR rate plus a base rate | ||||
Other [Member] | |||||
Debt Instrument [Line Items] | |||||
Weighted-average interest rate of other debt | 4.55% | 4.55% | |||
Long-term debt | $ 3,833,000 | $ 4,185,000 | |||
Springing Financials Covenant [Member] | Working Capital Revolver Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Working capital revolver loan requirements | Borrowers must maintain (a) with respect to relevant periods ending on or prior to September 30, 2017, a minimum EBITDA in the amount set forth in the Working Capital Revolver Loan Amendment and (b) with respect to relevant periods ending after September 30, 2017, a minimum fixed charge coverage ratio of not less than 1.00 to 1.00. | ||||
Maximum revolver commitment available, percentage | 10.00% | ||||
Loan requirements description | Less than or equal to the greater of 10.0% of the total revolver commitments and $5 million | ||||
Fixed charge coverage ratio | 1.00% | ||||
Springing Financials Covenant [Member] | Working Capital Revolver Loan [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 5,000,000 | ||||
Senior Secured Notes Due 2019 [Member] | |||||
Debt Instrument [Line Items] | |||||
Maturity date | Aug. 1, 2019 | ||||
Long-term debt | $ 375,000,000 | $ 375,000,000 | |||
Debt instrument, frequency of interest payment | Interest is to be paid semiannually on February 1st and August 1st. | ||||
Debt instrument, interest rate | 7.75% | 8.50% | |||
5.25% Secured Promissory Note Due 2021 [Member] | |||||
Debt Instrument [Line Items] | |||||
Maturity year | 2,021 | 2,021 | |||
Long-term debt, effective Interest Rate | 5.25% | 5.25% | |||
Maturity date | Mar. 26, 2021 | ||||
Long-term debt | $ 13,532,000 | $ 14,272,000 | |||
Secured promissory note, payment term | Principal and interest are payable in monthly installments. |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) MMBTU in Millions | May 01, 2015USD ($) | Mar. 31, 2016USD ($) | Jan. 31, 2016USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2014Violation | Mar. 31, 2017USD ($)MMBTUSettlement$ / MMBTU | Dec. 31, 2012USD ($) |
Commitments And Contingencies [Line Items] | |||||||
Natural gas purchase commitments | MMBTU | 1.2 | ||||||
Month purchase commitment period ends natural gas | 2017-06 | ||||||
Natural gas purchase commitments weighted average cost, per unit | $ / MMBTU | 3.17 | ||||||
Natural gas purchase commitments weighted average cost, amount | $ 3,800,000 | ||||||
Natural gas purchase commitments weighted average market value per unit | $ / MMBTU | 3.03 | ||||||
Natural gas purchase commitments weighted average market value, amount | $ 3,600,000 | ||||||
Accrued liabilities for environmental matters | 175,000 | ||||||
Penalty related to discharge water permit | $ 100,000 | ||||||
Estimated litigation liability | $ 0 | ||||||
Percentage of payment of investigation costs agreed by Hallowell Facility | 50.00% | ||||||
Insurance coverage of general liability and auto liability risks | $ 100,000,000 | ||||||
Product liability deductible per claim | $ 250,000 | ||||||
Confidential settlement agreement with family groups | Settlement | 3 | ||||||
Liability reserve | $ 0 | ||||||
Pre-litigation demand amount | $ 18,000,000 | ||||||
Cherokee Facility [Member] | |||||||
Commitments And Contingencies [Line Items] | |||||||
Payment of liabilities for environmental matters | $ 100,000 | ||||||
Number of alleged violations | Violation | 11 | ||||||
Environmental loss contingencies civil penalty | $ 26,000 | ||||||
Global Industrial Inc [Member] | |||||||
Commitments And Contingencies [Line Items] | |||||||
Claimed amount payable by Global for certain work | $ 3,600,000 | $ 18,000,000 | |||||
Estimated amount paid to Global of disputed amount | 6,000,000 | ||||||
Adjusted Estimated Claim Amount | 5,000,000 | ||||||
Liability amount | $ 0 | ||||||
Global Industrial Inc [Member] | EL Dorado Ammonia L.L.C [Member] | |||||||
Commitments And Contingencies [Line Items] | |||||||
Estimated amount paid to Global of disputed amount | $ 3,500,000 |
Derivatives, Hedges, Financia42
Derivatives, Hedges, Financial Instruments and Carbon Credits - Additional Information (Detail) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017USD ($)Unit$ / shares$ / Transactionshares | Dec. 31, 2016USD ($)Unit$ / shares$ / Transactionshares | |
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Number of carbon credits | Unit | 369,000 | 0 |
Series E redeemable preferred - embedded derivative | $ 2,848,000 | $ 2,557,000 |
Carbon credit fair value per unit | $ / Transaction | 2.35 | 0 |
Assets measured at fair value on a recurring basis transferred between Level 1 and Level 2 classifications | $ 0 | |
Assets measured at fair value on a recurring basis transferred between Level 2 and Level 1 classifications | 0 | |
Liabilities measured at fair value on a recurring basis transferred between Level 1 and Level 2 classifications | 0 | |
Liabilities measured at fair value on a recurring basis transferred between Level 2 and Level 1 classifications | 0 | |
Embedded Derivative [Member] | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Series E redeemable preferred - embedded derivative | $ 0 | |
Participating right in dividends and liquidating distributions expressed in number of common shares | shares | 303,646 | 303,646 |
Embedded Derivative [Member] | Common Stock Shares [Member] | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Common stock per share | $ / shares | $ 9.38 | $ 8.42 |
Derivatives, Hedges, Financia43
Derivatives, Hedges, Financial Instruments and Carbon Credits - Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Liabilities - Current and noncurrent accrued and other liabilities: | ||
Embedded derivative | $ (2,848) | $ (2,557) |
Recurring [Member] | ||
Assets - Supplies, prepaid items and other: | ||
Total | 867 | |
Liabilities - Current and noncurrent accrued and other liabilities: | ||
Embedded derivative | (2,848) | (2,557) |
Total | (3,715) | (2,558) |
Recurring [Member] | Carbon Credits [Member] | ||
Assets - Supplies, prepaid items and other: | ||
Carbon credits | 867 | |
Liabilities - Current and noncurrent accrued and other liabilities: | ||
Contractual obligations - carbon credits | (867) | |
Recurring [Member] | Foreign Exchange Contracts [Member] | ||
Liabilities - Current and noncurrent accrued and other liabilities: | ||
Foreign exchange contracts | $ (1) | |
Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Assets - Supplies, prepaid items and other: | ||
Total | 867 | |
Liabilities - Current and noncurrent accrued and other liabilities: | ||
Embedded derivative | (2,848) | |
Total | (3,715) | |
Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | Carbon Credits [Member] | ||
Assets - Supplies, prepaid items and other: | ||
Carbon credits | 867 | |
Liabilities - Current and noncurrent accrued and other liabilities: | ||
Contractual obligations - carbon credits | $ (867) |
Derivatives, Hedges, Financia44
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 ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Fair Value Measurement With Unobservable Inputs Reconciliation Recurring Basis Assets [Abstract] | ||
Assets, Beginning balance | $ 1,154 | |
Assets, Total net realized and unrealized gains (losses) included in operating results | $ 867 | 60 |
Assets, Ending balance | 867 | 1,214 |
Total net 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 | 867 | 60 |
Liabilities, Beginning balance | (2,557) | (1,154) |
Liabilities, Total net realized and unrealized gains (losses) included in operating results | (1,158) | (60) |
Liabilities, Ending balance | (3,715) | (1,214) |
Total net 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 | $ (1,158) | $ (60) |
Derivatives, Hedges, Financia45
Derivatives, Hedges, Financial Instruments and Carbon Credits - Net Gains (Losses) Included in Continuing Operating Results and Statement of Operations Classifications (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total net gain (losses) included in operating results | $ (291) | $ (2,513) |
Cost of Sales [Member] | Commodities Contracts [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total net gain (losses) included in operating results | (17) | |
Cost of Sales [Member] | Foreign Exchange Contracts [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total net gain (losses) included in operating results | 13 | |
Other Income [Member] | Carbon Credits [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total net gain (losses) included in operating results | 867 | 60 |
Other Expense [Member] | Contractual Obligations Relating to Carbon Credits [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total net gain (losses) included in operating results | (867) | (60) |
Non-operating Other Expense [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Non-operating other expense - embedded derivative | $ (291) | $ (2,509) |
Derivatives, Hedges, Financia46
Derivatives, Hedges, Financial Instruments and Carbon Credits - Schedule of Carrying Values and Estimated Fair Values of Financial Instruments (Detail) - Senior Secured Notes [Member] - USD ($) $ in Millions | Mar. 31, 2017 | Dec. 31, 2016 |
Schedule Of Carrying Values And Estimated Fair Values [Line Items] | ||
Carrying Amount | $ 375 | $ 375 |
Estimated Fair Value | $ 366 | $ 356 |
Derivatives, Hedges, Financia47
Derivatives, Hedges, Financial Instruments and Carbon Credits - Schedule of Carrying Values and Estimated Fair Values of Financial Instruments (Parenthetical) (Detail) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ||
Notes based on quoted price | $ 97.5 | $ 94.88 |
Income Taxes - Benefit for Inco
Income Taxes - Benefit for Income Taxes from Continuing Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Current: | ||
State | $ (40) | $ 87 |
Total Current | (40) | 87 |
Deferred: | ||
Federal | (1,212) | (5,259) |
State | (30) | 322 |
Total Deferred | (1,242) | (4,937) |
Benefit for income taxes | $ (1,282) | $ (4,850) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating Loss Carryforwards [Line Items] | ||
Benefit for income taxes | $ (1,282) | $ (4,850) |
Percentage of pre-tax loss | 18.00% | 24.00% |
State and Local Jurisdiction [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Portion of state NOL carryforwards, not able to be utilized before expiration | $ 6,100 |
Securities Financing Includin50
Securities Financing Including Redeemable Preferred Stocks - Additional Information (Detail) - shares | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
Series E Redeemable Preferred Stock [Member] | ||
Class Of Stock [Line Items] | ||
Preferred stock cumulative dividend rate | 14.00% | |
Participating right in dividends and liquidating distributions expressed in number of common shares | 303,646 | |
Redeemable preferred stock, shares outstanding | 139,768 | 139,768 |
Series F Redeemable Preferred Stock [Member] | ||
Class Of Stock [Line Items] | ||
Redeemable preferred stock, shares outstanding | 1 | |
Common stock voting rights shares | 456,225 | |
Voting rights description | As of March 31, 2017, the one share of Series F Redeemable Preferred has voting rights (the “Series F Voting Rights”) to vote as a single class on all matters which the common stock have the right to vote and is entitled to a number of votes equal to 456,225 shares of our common stock. |
Securities Financing Includin51
Securities Financing Including Redeemable Preferred Stocks - Summary of Redeemable Preferred Stock (Detail) - Series E Redeemable Preferred Stock [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Stockholders Equity [Line Items] | ||
Beginning balance | $ 145,029 | |
Beginning balance, shares | 139,768 | |
Accretion relating to liquidation preference on preferred stock | $ 1,124 | |
Accretion for discount and issuance costs on preferred stock | 475 | |
Accumulated dividends | 5,536 | $ 7,350 |
Ending balance | $ 152,164 | |
Ending balance, shares | 139,768 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Related Party Transaction [Line Items] | ||
Dividends on preferred stocks | $ 75,000 | $ 75,000 |
Golsen Holders [Member] | ||
Related Party Transaction [Line Items] | ||
Dividends on preferred stocks | 0 | $ 0 |
Cumulative Preferred Stock [Member] | Golsen Holders [Member] | ||
Related Party Transaction [Line Items] | ||
Preferred stock, accumulated dividends | $ 453,000 |
Supplemental Cash Flow Inform53
Supplemental Cash Flow Information - Additional Information Relating to Cash Flow Activities (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Cash refunds for: | ||
Income taxes, net | $ (115) | $ (122) |
Noncash investing and financing activities: | ||
Accounts receivable and accounts payable associated with additions of property, plant and equipment | 8,844 | 54,237 |
Long-term debt associated with additions of capitalized internal-use software and software development | 153 | |
Series E Redeemable Preferred Stock [Member] | ||
Noncash investing and financing activities: | ||
Dividends accrued on redeemable preferred | 5,536 | 7,350 |
Accretion of redeemable preferred | $ 1,599 | $ 2,243 |