Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 04, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | TRECORA RESOURCES | |
Entity Central Index Key | 7,039 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 24,306,119 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2017 |
CONSOLIDATED BALANCE SHEETS (un
CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current Assets | ||
Cash | $ 4,219 | $ 8,389 |
Trade receivables, net | 22,738 | 22,193 |
Inventories | 12,849 | 17,871 |
Prepaid expenses and other assets | 3,276 | 3,511 |
Taxes receivable | 3,764 | 3,983 |
Total current assets | 46,846 | 55,947 |
Plant, pipeline and equipment, net | 172,048 | 140,009 |
Goodwill | 21,798 | 21,798 |
Intangible assets, net | 21,273 | 22,669 |
Investment in AMAK | 44,225 | 49,386 |
Mineral properties in the United States | 588 | 588 |
Other assets | 21 | 87 |
TOTAL ASSETS | 306,799 | 290,484 |
Current Liabilities | ||
Accounts payable | 12,381 | 13,306 |
Current portion of derivative instruments | 7 | 58 |
Accrued liabilities | 6,304 | 2,017 |
Current portion of post-retirement benefit | 308 | 316 |
Current portion of long-term debt | 8,061 | 10,145 |
Current portion of other liabilities | 1,131 | 870 |
Total current liabilities | 28,192 | 26,712 |
Long-term debt, net of current portion | 81,011 | 73,107 |
Post-retirement benefit, net of current portion | 897 | 897 |
Other liabilities, net of current portion | 1,681 | 2,309 |
Deferred income taxes | 24,654 | 23,083 |
Total liabilities | 136,435 | 126,108 |
EQUITY | ||
Common stock-authorized 40 million shares of $.10 par value; issued 24.5 million in 2017 and 2016 and outstanding 24.3 million and 24.2 million shares in 2017 and 2016, respectively | 2,451 | 2,451 |
Additional paid-in capital | 55,344 | 53,474 |
Common stock in treasury, at cost | (203) | (284) |
Retained earnings | 112,483 | 108,446 |
Total Trecora Resources Stockholders' Equity | 170,075 | 164,087 |
Noncontrolling Interest | 289 | 289 |
Total equity | 170,364 | 164,376 |
TOTAL LIABILITIES AND EQUITY | $ 306,799 | $ 290,484 |
CONSOLIDATED BALANCE SHEETS (u3
CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - $ / shares shares in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
EQUITY | ||
Common stock, authorized (in shares) | 40 | 40 |
Common stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common stock, shares issued (in shares) | 24.5 | 24.5 |
Common stock, outstanding (in shares) | 24.3 | 24.2 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
REVENUES | |||||
Petrochemical and Product Sales | $ 58,030 | $ 52,115 | $ 165,945 | $ 143,662 | |
Processing Fees | 3,478 | 5,027 | 13,220 | 14,534 | |
Total Revenues | 61,508 | 57,142 | 179,165 | 158,196 | |
OPERATING COSTS AND EXPENSES | |||||
Cost of Sales and Processing (including depreciation and amortization of $2,565, $2,373, $7,311, and $6,620, respectively) | 51,638 | 48,237 | 147,570 | 125,946 | |
GROSS PROFIT | 9,870 | 8,905 | 31,595 | 32,250 | |
GENERAL AND ADMINISTRATIVE EXPENSES | |||||
General and Administrative | 5,660 | 4,585 | 17,621 | 15,525 | |
Depreciation | 245 | 192 | 655 | 556 | |
Total General and Administrative Expenses | 5,905 | 4,777 | 18,276 | 16,081 | |
OPERATING INCOME | 3,965 | 4,128 | 13,319 | 16,169 | |
OTHER INCOME (EXPENSE) | |||||
Interest Expense | (795) | (568) | (2,109) | (1,803) | |
Bargain purchase gain from acquisition | 0 | 0 | 0 | 11,549 | |
Equity in Earnings (Losses) of AMAK | (897) | (2,089) | (5,161) | 2,261 | |
Gain from Additional Equity Issuance by AMAK | 0 | 3,168 | 0 | 3,168 | |
Miscellaneous Income (Expense) | 22 | (72) | (42) | 38 | |
Total other income (expense) | (1,670) | 439 | (7,312) | 15,213 | |
INCOME BEFORE INCOME TAXES | 2,295 | 4,567 | 6,007 | 31,382 | [1] |
INCOME TAXES | 577 | 1,768 | 1,970 | 11,107 | |
NET INCOME | 1,718 | 2,799 | 4,037 | 20,275 | |
NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTEREST | 0 | 0 | 0 | 0 | |
NET INCOME ATTRIBUTABLE TO TRECORA RESOURCES | $ 1,718 | $ 2,799 | $ 4,037 | $ 20,275 | |
Basic Earnings per Common Share | |||||
Net Income Attributable to Trecora Resources (in dollars per share) | $ 0.07 | $ 0.12 | $ 0.17 | $ 0.83 | |
Basic Weighted Average Number of Common Shares Outstanding (in shares) | 24,304 | 24,223 | 24,267 | 24,304 | |
Diluted Earnings per Common Share | |||||
Net Income Attributable to Trecora Resources (in dollars per share) | $ 0.07 | $ 0.11 | $ 0.16 | $ 0.81 | |
Diluted Weighted Average Number of Common Shares Outstanding (in shares) | 25,157 | 24,921 | 25,082 | 24,964 | |
[1] | Profit (loss) before taxes for the specialty wax segment includes a bargain purchase gain of $11.5 million. |
CONSOLIDATED STATEMENTS OF INC5
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
OPERATING COSTS AND EXPENSES | ||||
Depreciation and amortization included in the cost of sales and processing | $ 2,565 | $ 2,373 | $ 7,311 | $ 6,620 |
CONSOLIDATED STATEMENT OF STOCK
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (UNAUDITED) - 9 months ended Sep. 30, 2017 - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Treasury Stock [Member] | Retained Earnings [Member] | Total [Member] | Non-Controlling Interest [Member] | Total |
Balance at Dec. 31, 2016 | $ 2,451 | $ 53,474 | $ (284) | $ 108,446 | $ 164,087 | $ 289 | $ 164,376 |
Balance (in shares) at Dec. 31, 2016 | 24,222 | 24,200 | |||||
Stock options | |||||||
Issued to Directors | $ 0 | 90 | 0 | 0 | 90 | 0 | $ 90 |
Issued to Employees | 0 | 884 | 0 | 0 | 884 | 0 | 884 |
Restricted Common Stock | |||||||
Issued to Directors | 0 | 230 | 0 | 0 | 230 | 0 | 230 |
Issued to Employees | 0 | 801 | 0 | 0 | 801 | 0 | 801 |
Common stock | |||||||
Issued to Directors | $ 0 | (79) | 25 | 0 | (54) | 0 | (54) |
Issued to Directors (in shares) | 25 | ||||||
Issued to Employees | $ 0 | (56) | 56 | 0 | 0 | 0 | 0 |
Issued to Employees (in shares) | 56 | ||||||
Net Income | $ 0 | 0 | 0 | 4,037 | 4,037 | 0 | 4,037 |
Balance at Sep. 30, 2017 | $ 2,451 | $ 55,344 | $ (203) | $ 112,483 | $ 170,075 | $ 289 | $ 170,364 |
Balance (in shares) at Sep. 30, 2017 | 24,303 | 24,300 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
OPERATING ACTIVITIES | ||
Net Income | $ 4,037 | $ 20,275 |
Adjustments to Reconcile Net Income To Net Cash Provided by Operating Activities: | ||
Depreciation | 6,570 | 5,761 |
Amortization of Intangible Assets | 1,396 | 1,415 |
Unrealized Gain on Derivative Instruments | (51) | (89) |
Share-based Compensation | 2,005 | 1,882 |
Deferred Income Taxes | 1,571 | 6,851 |
Postretirement Obligation | (8) | 186 |
Bargain purchase gain | 0 | (11,549) |
Equity in (earnings) losses of AMAK | 5,161 | (2,261) |
Gain from Additional Equity Issuance by AMAK | 0 | (3,168) |
Amortization of loan fees | 154 | 213 |
Changes in Operating Assets and Liabilities: | ||
Increase in Trade Receivables | (545) | (355) |
Decrease in Taxes Receivable | 218 | 4,094 |
(Increase) Decrease in Inventories | 5,022 | (2,573) |
(Increase) Decrease in Prepaid Expenses and Other Assets | 387 | (1,494) |
Increase in Accounts Payable and Accrued Liabilities | 3,356 | 1,304 |
Increase (Decrease) in Other Liabilities | 281 | (418) |
Net Cash Provided by Operating Activities | 29,554 | 20,074 |
INVESTING ACTIVITIES | ||
Additions to Plant, Pipeline and Equipment | (39,250) | (25,860) |
Cash paid for acquisition of BASF facility | 0 | (2,011) |
Advances to AMAK, net | (86) | 0 |
Cash Used in Investing Activities | (39,336) | (27,871) |
FINANCING ACTIVITIES | ||
Issuance of Common Stock | 25 | 11 |
Payments related to tax withholding for stock-based compensation | (80) | 0 |
Addition to Long-Term Debt | 14,000 | 3,000 |
Repayment of Long-Term Debt | (8,333) | (6,250) |
Net Cash Provided by (Used in) Financing Activities | 5,612 | (3,239) |
NET DECREASE IN CASH | (4,170) | (11,036) |
CASH AT BEGINNING OF PERIOD | 8,389 | 18,623 |
CASH AND AT END OF PERIOD | 4,219 | 7,587 |
Supplemental disclosure of cash flow information: | ||
Cash payments for interest | 3,034 | 1,804 |
Cash payments for taxes, net of refunds | 227 | 277 |
Supplemental disclosure of non-cash items: | ||
Capital expansion amortized to depreciation expense | 642 | 829 |
Estimated earnout liability | $ 0 | $ 733 |
GENERAL
GENERAL | 9 Months Ended |
Sep. 30, 2017 | |
GENERAL [Abstract] | |
GENERAL | 1. GENERAL Organization Trecora Resources (the "Company"), was incorporated in the State of Delaware in 1967. Our principal business activities are the manufacturing of various specialty hydrocarbons and synthetic waxes and the provision of custom processing services. Unless the context requires otherwise, references to "we," "us," "our," and the "Company" are intended to mean Trecora Resources and its subsidiaries. This document includes the following abbreviations: (1) TREC – Trecora Resources (2) TOCCO – Texas Oil & Chemical Co. II, Inc. – Wholly owned subsidiary of TREC and parent of SHR and TC (3) SHR – South Hampton Resources, Inc. – Petrochemical segment and parent of GSPL (4) GSPL – Gulf State Pipe Line Co, Inc. – Pipeline support for the petrochemical segment (5) TC – Trecora Chemical, Inc. – Specialty wax segment (6) AMAK – Al Masane Al Kobra Mining Company – Mining equity investment – 33% ownership (7) PEVM – Pioche Ely Valley Mines, Inc. – Inactive mine - 55% ownership Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") for interim financial information and in conformity with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, these unaudited financial statements do not include all of the information and footnotes required by GAAP for complete financial statements and, therefore, should be read in conjunction with the financial statements and related notes contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2016. The unaudited condensed financial statements included in this document have been prepared on the same basis as the annual condensed financial statements and in management's opinion reflect all adjustments, including normal recurring adjustments, necessary to present fairly the Company's financial position, results of operations and cash flows for the interim periods presented. We have made estimates and judgments affecting the amounts reported in this document. The actual results that we experience may differ materially from our estimates. In the opinion of management, the disclosures included in these financial statements are adequate to make the information presented not misleading. Operating results for the nine months ended September 30, 2017, are not necessarily indicative of results for the year ending December 31, 2017. We currently operate in two segments, specialty petrochemical products and specialty synthetic waxes. All revenue originates from United States' sources, and all long-lived assets owned are located in the United States. In addition, we own a 33% interest in AMAK, a Saudi Arabian closed joint stock company which owns, operates and is developing mining assets in Saudi Arabia. We account for our investment under the equity method of accounting. See Note 17. Certain reclassifications have been made to the Consolidated Balance Sheet for the year ended December 31, 2016, related to our adoption of Financial Accounting Standards Board ("FASB") Accounting Standards Update ("ASU") 2015-17 as noted below in Note 2. The impact of the adoption ASU 2015-17 on the Company's previously issued December 31, 2016, balance sheet is as follows: As Originally Reported As Retrospectively Adjusted (in thousands) Deferred income tax asset, current $ 1,615 $ - Total current assets 57,562 55,947 Total assets 292,099 290,484 Deferred income tax liability, noncurrent 24,698 23,083 Total liabilities 127,723 126,108 Total liabilities and equity 292,099 290,484 |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Sep. 30, 2017 | |
RECENT ACCOUNTING PRONOUNCEMENTS [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | 2. RECENT ACCOUNTING PRONOUNCEMENTS In May 2014 the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers Revenue Recognition Revenue from Contracts with Customers In November 2015 the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. In February 2016 the FASB issued ASU No. 2016-02, Leases (Topic 842) In March 2016 the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting In January 2017 the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350). |
TRADE RECEIVABLES
TRADE RECEIVABLES | 9 Months Ended |
Sep. 30, 2017 | |
TRADE RECEIVABLES [Abstract] | |
TRADE RECEIVABLES | 3. TRADE RECEIVABLES Trade receivables, net, consisted of the following: September 30, 2017 December 31, 2016 (thousands of dollars) Trade receivables $ 23,038 $ 22,493 Less allowance for doubtful accounts (300 ) (300 ) Trade receivables, net $ 22,738 $ 22,193 Trade receivables serves as collateral for our amended and restated credit agreement. See Note 10. |
PREPAID EXPENSES AND OTHER ASSE
PREPAID EXPENSES AND OTHER ASSETS | 9 Months Ended |
Sep. 30, 2017 | |
PREPAID EXPENSES AND OTHER ASSETS [Abstract] | |
PREPAID EXPENSES AND OTHER ASSETS | 4. PREPAID EXPENSES AND OTHER ASSETS Prepaid expenses and other assets consisted of the following: September 30, 2017 December 31, 2016 (thousands of dollars) Prepaid license $ 1,919 $ 1,919 Prepaid catalyst 55 187 Prepaid insurance 255 797 Other prepaid expenses and assets 1,047 608 Total $ 3,276 $ 3,511 |
INVENTORIES
INVENTORIES | 9 Months Ended |
Sep. 30, 2017 | |
INVENTORIES [Abstract] | |
INVENTORIES | 5. INVENTORIES Inventories included the following: September 30, 2017 December 31, 2016 (thousands of dollars) Raw material $ 2,390 $ 3,627 Work in process 66 12 Finished products 9,960 14,232 Spare parts 433 - Total inventory $ 12,849 $ 17,871 Effective January 1, 2017, we changed the inventory basis of SHR to FIFO. We believe that the use of FIFO more accurately reflects current inventory valuation. The drop in crude oil prices over the last several years has caused LIFO value of inventory to be above the FIFO value for each period presented. There was no LIFO reserve in any of the periods in this filing; therefore, no change is reflected in our current statements for the retrospective application. Prior to this change, the difference between the calculated value of inventory under the FIFO and LIFO bases generated either a recorded LIFO reserve (i.e., where FIFO value exceeds the LIFO value) or an unrecorded negative LIFO reserve (i.e., where LIFO value exceeds the FIFO value). In the latter case, in order to ensure that inventory was reported at the lower of cost or market and in accordance with ASC 330-10, we did not increase the stated value of our inventory to the LIFO value. At December 31, 2016, LIFO value of petrochemical inventory exceeded FIFO; therefore, in accordance with the above policy, no LIFO reserve was recorded. Inventory serves as collateral for our amended and restated credit agreement. See Note 10. Inventory included petrochemical products in transit valued at approximately $2.7 million and $2.1 million at September 30, 2017, and December 31, 2016, respectively. Beginning January 1, 2017, due to the expansion of our plant assets at SHR and TC, we began inventorying spare parts for the repair and maintenance of our plant, pipeline and equipment. |
PLANT, PIPELINE AND EQUIPMENT
PLANT, PIPELINE AND EQUIPMENT | 9 Months Ended |
Sep. 30, 2017 | |
PLANT, PIPELINE AND EQUIPMENT [Abstract] | |
PLANT, PIPELINE AND EQUIPMENT | 6. PLANT, PIPELINE AND EQUIPMENT Plant, pipeline and equipment consisted of the following: September 30, 2017 December 31, 2016 (thousands of dollars) Platinum catalyst metal $ 1,612 $ 1,612 Land 5,428 5,376 Plant, pipeline and equipment 183,472 154,107 Construction in progress 42,930 33,391 Total plant, pipeline and equipment 233,442 194,486 Less accumulated depreciation (61,394 ) (54,477 ) Net plant, pipeline and equipment $ 172,048 $ 140,009 Plant, pipeline, and equipment serve as collateral for our amended and restated credit agreement. See Note 10. Interest capitalized for construction was approximately $218,000 and $52,000 for the three and $878,000 and $124,000 for the nine months ended September 30, 2017, and September 30, 2016, respectively. Construction in progress during the first nine months of 2017 included equipment purchased for the hydrogenation/distillation project and updates to B Plant equipment at the TC facility; new reformer unit, tankage upgrades, and an addition to the rail spur at SHR. Amortization relating to the platinum catalyst which is included in cost of sales was approximately $0 and $25,000 for the three months and $25,000 and $72,000 for the nine months ended September 30, 2017, and 2016, respectively. |
GOODWILL AND INTANGIBLE ASSETS,
GOODWILL AND INTANGIBLE ASSETS, NET | 9 Months Ended |
Sep. 30, 2017 | |
GOODWILL AND INTANGIBLE ASSETS, NET [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS, NET | 7. GOODWILL AND INTANGIBLE ASSETS, NET Goodwill and intangible assets were recorded in relation to the acquisition of TC on October 1, 2014. The following tables summarize the gross carrying amounts and accumulated amortization of intangible assets by major class (in thousands): September 30, 2017 Intangible assets subject to amortization (Definite-lived) Gross Accumulated Amortization Net Customer relationships $ 16,852 $ (3,370 ) $ 13,482 Non-compete agreements 94 (57 ) 37 Licenses and permits 1,471 (364 ) 1,107 Developed technology 6,131 (1,839 ) 4,292 24,548 (5,630 ) 18,918 Intangible assets not subject to amortization (Indefinite-lived) Emissions Allowance 197 - 197 Trade name 2,158 - 2,158 Total $ 26,903 $ (5,630 ) $ 21,273 December 31, 2016 Intangible assets subject to amortization (Definite-lived) Gross Accumulated Amortization Net Customer relationships $ 16,852 $ (2,527 ) $ 14,325 Non-compete agreements 94 (43 ) 51 Licenses and permits 1,471 (285 ) 1,186 Developed technology 6,131 (1,379 ) 4,752 24,548 (4,234 ) 20,314 Intangible assets not subject to amortization (Indefinite-lived) Emissions Allowance 197 - 197 Trade name 2,158 - 2,158 Total $ 26,903 $ (4,234 ) $ 22,669 Amortization expense for intangible assets included in cost of sales for the three months ended September 30, 2017, and 2016, was approximately $466,000 and $471,000 and for the nine months ended September 30, 2017 and 2016, was approximately $1,396,000 and $1,415,000, respectively. Based on identified intangible assets that are subject to amortization as of September 30, 2017, we expect future amortization expenses for each period to be as follows (in thousands): Remainder of 2017 2018 2019 2020 2021 Thereafter Customer relationships $ 282 $ 1,123 $ 1,123 $ 1,123 1,123 $ 8,710 Non-compete agreements 5 19 12 - - - Licenses and permits 26 106 106 106 106 656 Developed technology 153 613 613 613 613 1,687 Total future amortization expense $ 466 $ 1,861 $ 1,854 $ 1,842 $ 1,842 $ 11,053 |
NET INCOME PER COMMON SHARE ATT
NET INCOME PER COMMON SHARE ATTRIBUTABLE TO TRECORA RESOURCES | 9 Months Ended |
Sep. 30, 2017 | |
NET INCOME PER COMMON SHARE ATTRIBUTABLE TO TRECORA RESOURCES [Abstract] | |
NET INCOME PER COMMON SHARE ATTRIBUTABLE TO TRECORA RESOURCES | 8. NET INCOME PER COMMON SHARE ATTRIBUTABLE TO TRECORA RESOURCES The following table (in thousands, except per share amounts) sets forth the computation of basic and diluted net income per share attributable to Trecora Resources for the three and nine months ended September 30, 2017, and 2016, respectively. Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Per Share Per Share Income Shares Amount Income Shares Amount Basic Net Income per Share: Net Income Attributable to Trecora Resources $ 1,718 24,304 $ 0.07 $ 2,799 24,223 $ 0.12 Unvested restricted stock grant 379 304 Dilutive stock options outstanding 474 394 Diluted Net Income per Share: Net Income Attributable to Trecora Resources $ 1,718 25,157 $ 0.07 $ 2,799 24,921 $ 0.11 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Per Share Per Share Income Shares Amount Income Shares Amount Basic Net Income per Share: Net Income Attributable to Trecora Resources $ 4,037 24,267 $ 0.17 $ 20,275 24,304 $ 0.83 Unvested restricted stock grant 360 297 Dilutive stock options outstanding 455 363 Diluted Net Income per Share: Net Income Attributable to Trecora Resources $ 4,037 25,082 $ 0.16 $ 20,275 24,964 $ 0.81 At September 30, 2017, and 2016, 1,334,087 and 1,348,437 potential common stock shares, respectively were issuable upon the exercise of options and warrants. |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 9 Months Ended |
Sep. 30, 2017 | |
ACCRUED LIABILITIES [Abstract] | |
ACCRUED LIABILITIES | 9. ACCRUED LIABILITIES Accrued liabilities consisted of the following: September 30, 2017 December 31, 2016 (thousands of dollars) Accrued property taxes $ 2,188 $ - Accrued payroll 1,563 1,097 Accrued officer compensation 900 - Accrued shortfall fees 586 - Other 1,067 920 Total $ 6,304 $ 2,017 |
LIABILITIES AND LONG-TERM DEBT
LIABILITIES AND LONG-TERM DEBT | 9 Months Ended |
Sep. 30, 2017 | |
LIABILITIES AND LONG-TERM DEBT [Abstract] | |
LIABILITIES AND LONG-TERM DEBT | 10. LIABILITIES AND LONG-TERM DEBT On October 1, 2014, we entered into an Amended and Restated Credit Agreement ("ARC") with the lenders which from time to time are parties to the ARC and Bank of America, N.A., as Administrative Agent for the Lenders, and Merrill Lynch, Pierce, Fenner & Smith Incorporated as Lead Arranger. On March 28, 2017, we entered into a Second Amendment to the ARC with terms which increase the Maximum Consolidated Leverage Ratio financial covenant of 3.25x to 4.00x at March 31, 2017, and 4.25x at June 30, 2017, before stepping down to 3.75x at September 30, 2017, 3.50x at December 31, 2017, and reverting to the original financial covenant of 3.25x at March 31, 2018. For Fiscal Quarter Ending Maximum Consolidated Leverage Ratio March 31, 2017 4.00 to 1.00 June 30, 2017 4.25 to 1.00 September 30, 2017 3.75 to 1.00 December 31, 2017 3.50 to 1.00 March 31, 2018 and each fiscal quarter thereafter 3.25 to 1.00 The Second Amendment also reduces the Minimum Consolidated Fixed Charge Coverage Ratio of 1.25x to 1.10x at March 31, 2017, 1.05x at June 30, 2017 and September 30, 2017, 1.10x at December 31, 2017, before reverting to the original financial covenant of 1.25x at March 31, 2018. For Fiscal Quarter Ending Minimum Consolidated Fixed Charge Coverage Ratio March 31, 2017 1.10 to 1.00 June 30, 2017 1.05 to 1.00 September 30, 2017 1.05 to 1.00 December 31, 2017 1.10 to 1.00 March 31, 2018 and each fiscal quarter thereafter 1.25 to 1.00 Also, under the terms of the Second Amendment, two additional levels of pricing were added – levels 4 and 5. Level Consolidated Leverage Ratio LIBOR Margin Base Rate Margin Commitment Fee 1 Less than 1.50 to 1.00 2.00% 1.00% 0.25% 2 Greater than or equal to 1.50 to 1.00 but less than 2.00 to 1.00 2.25% 1.25% 0.25% 3 Greater than or equal to 2.00 to 1.00 but less than 3.00 to 1.00 2.50% 1.50% 0.375% 4 Greater than or equal to 3.00 to 1.00 but less than 3.50 to 1.00 2.75% 1.75% 0.375% 5 Greater than or equal to 3.50 to 1.00 3.00% 2.00% 0.375% We were in compliance with all covenants at September 30, 2017. On July 25, 2017, Texas Oil & Chemical Co. II, Inc. ("TOCCO"), South Hampton Resources, Inc. ("SHR"), Gulf State Pipe Line Company, Inc. ("GSPL"), and Trecora Chemical, Inc. ("TC") (SHR, GSPL and TC collectively the "Guarantors") entered into a Third Amendment to Amended and Restated Credit Agreement ("3rd Amendment") with the lenders which from time to time are parties to the Amended and Restated Credit Agreement (collectively, the "Lenders") and Bank of America, N.A., a national banking association, as Administrative Agent for the Lenders. The 3rd Amendment increased the Revolving Facility from $40,000,000 to $60,000,000. There were no other changes to the Revolving Facility. Under the ARC as amended, we have a $60.0 million revolving line of credit which matures on October 1, 2019. As of September 30, 2017, and December 31, 2016, there was a long-term amount of $23.0 million and $9.0 million outstanding, respectively. The interest rate on the loan varies according to several options. Interest on the loan is paid monthly and a commitment fee of between 0.25% and 0.375% is due quarterly on the unused portion of the loan. At September 30, 2017, approximately $37.0 million was available to be drawn. Under the Second Amendment we could draw $31.0 million and maintain compliance with our covenants. Under the ARC, we also borrowed $70.0 million in a single advance term loan (the "Acquisition Loan") to partially finance the acquisition of TC. Interest on the Acquisition Loan is payable quarterly using a ten year commercial style amortization. Principal is also payable on the last business day of each March, June, September and December in an amount equal to $1,750,000, provided that the final installment on the September 30, 2019, maturity date shall be in an amount equal to the then outstanding unpaid principal balance of the Acquisition Loan. At September 30, 2017, there was a short-term amount of $7.0 million and a long-term amount of $42.0 million outstanding. At December 31, 2016, there was a short-term amount of $8.8 million and a long-term amount of $47.3 million outstanding. Under the ARC, we also had the right to borrow $25.0 million in a multiple advance loan ("Term Loans"). Borrowing availability under the Term Loans ended on December 31, 2015. The Term Loans converted from a multiple advance loan to a "mini-perm" loan once certain obligations were fulfilled such as certification that construction of D-Train was completed in a good and workmanlike manner, receipt of applicable permits and releases from governmental authorities, and receipt of releases of liens from the contractor and each subcontractor and supplier. Interest on the Term Loans is paid monthly. At September 30, 2017, there was a short-term amount of $1.3 million and a long-term amount of $16.3 million outstanding. At December 31, 2016, there was a short-term amount of $1.7 million and a long-term amount of $17.3 million outstanding. Debt issuance costs of approximately $0.6 million and $0.7 million for the periods ended September 30, 2017, and December 31, 2016, have been netted against outstanding loan balances. The interest rate on all of the above loans varies according to several options as defined in the ARC. At September 30, 2017, and December 31, 2016, the rate was 3.74% and 3.27%, respectively. The following table summarizes the carrying amounts and debt issuance costs of our long-term debt (in thousands): September 30, 2017 December 31, 2016 Acquisition loan $ 49,000 $ 56,000 Term loan 17,666 19,000 Revolving facility 23,000 9,000 Total 89,666 84,000 Less debt issuance costs 594 748 Carrying balance of debt $ 89,072 $ 83,252 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2017 | |
FAIR VALUE MEASUREMENTS [Abstract] | |
FAIR VALUE MEASUREMENTS | 11. FAIR VALUE MEASUREMENTS The following items are measured at fair value on a recurring basis subject to disclosure requirements of ASC Topic 820 at September 30, 2017, and December 31, 2016: Assets and Liabilities Measured at Fair Value on a Recurring Basis Fair Value Measurements Using September 30, 2017 Level 1 Level 2 Level 3 (thousands of dollars) Liabilities: Interest rate swap $ 7 - $ 7 - Fair Value Measurements Using December 31, 2016 Level 1 Level 2 Level 3 (thousands of dollars) Liabilities: Interest rate swap $ 58 - $ 58 - The carrying value of cash, trade receivables, accounts payable, accrued liabilities, and other liabilities approximate fair value due to the immediate or short-term maturity of these financial instruments. The fair value of variable rate long term debt reflects recent market transactions and approximate carrying value. We used other observable inputs that would qualify as Level 2 inputs to make our assessment of the approximate fair value of our cash, trade receivables, accounts payable, accrued liabilities, other liabilities and variable rate long term debt. The fair value of the derivative instruments are described below. Interest Rate Swap In March 2008 we entered into an interest rate swap agreement with Bank of America related to a $10.0 million term loan secured by plant, pipeline and equipment. The interest rate swap was designed to minimize the effect of changes in the London InterBank Offered Rate ("LIBOR") rate. We had designated the interest rate swap as a cash flow hedge under ASC Topic 815, Derivatives and Hedging We assess the fair value of the interest rate swap using a present value model that includes quoted LIBOR rates and the nonperformance risk of the Company and Bank of America based on the Credit Default Swap Market (Level 2 of fair value hierarchy). We have consistently applied valuation techniques in all periods presented and believe we have obtained the most accurate information available for the types of derivative contracts we hold. See discussion of our derivative instruments in Note 12. |
DERIVATIVE INSTRUMENTS
DERIVATIVE INSTRUMENTS | 9 Months Ended |
Sep. 30, 2017 | |
DERIVATIVE INSTRUMENTS [Abstract] | |
DERIVATIVE INSTRUMENTS | 12. DERIVATIVE INSTRUMENTS Interest Rate Swap In March 2008, we entered into a pay-fixed, receive-variable interest rate swap agreement with Bank of America related to a $10.0 million (later increased to $14 million) term loan secured by plant, pipeline and equipment. The effective date of the interest rate swap agreement was August 15, 2008, and terminates on December 15, 2017. The notional amount of the interest rate swap was $1.0 million and $1.75 million at September 30, 2017, and December 31, 2016, respectively. We receive credit for payments of variable rate interest made on the term loan at the loan's variable rates, which are based upon the London InterBank Offered Rate (LIBOR), and pay Bank of America an interest rate of 5.83% less the credit on the interest rate swap. We originally designated the transaction as a cash flow hedge according to ASC Topic 815, Derivatives and Hedging Due to the ARC discussed in Note 10, we believe that the hedge is no longer entirely effective; therefore, we began treating the interest rate swap as ineffective at that point. The changes in fair value are now recorded in the Statement of Income. For the three months ended September 30, 2017, an unrealized loss of approximately $1,000 and a realized loss of approximately $14,000 were recorded. For the nine months ended September 30, 2017, an unrealized gain of approximately $1,000 and a realized loss of approximately $53,000 were recorded. For the three months ended September 30, 2016, an unrealized gain of approximately $5,000 and a realized loss of approximately $30,000 were recorded. For the nine months ended September 30, 2016, an unrealized loss of approximately $9,000 and a realized loss of approximately $100,000 were recorded. The following table shows (in thousands) the impact the agreement had on the financial statements: September 30, 2017 December 31, 2016 Fair value of interest rate swap - liability $ 7 $ 58 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 9 Months Ended |
Sep. 30, 2017 | |
STOCK-BASED COMPENSATION [Abstract] | |
STOCK-BASED COMPENSATION | 13. STOCK-BASED COMPENSATION Stock-based compensation of approximately $716,000 and $608,000 during the three months and $2,005,000 and $1,882,000 during the nine months ended September 30, 2017, and 2016, respectively, was recognized. Restricted Stock Unit Awards On June 16, 2017, we awarded approximately 127,000 shares of restricted stock units to officers at a grant date price of $11.40. One-half of the restricted stock units vest ratably over three years. The other half vests at the end of three years based upon the performance metrics of return on invested capital and earnings per share growth. The number of shares actually granted will be adjusted based upon relative performance to our peers. Compensation expense recognized during the three and nine months ended September 30, 2017, was approximately $121,000 and $161,000, respectively. Director compensation of approximately $56,000 and $19,000 during the three months and $169,000 and $32,000 during the nine months ended September 30, 2017, and 2016, respectively, was recognized related to restricted stock unit awards granted to directors vesting through 2020. Officer compensation of approximately $106,000 and $105,000 was recognized during the three months and $316,000 and $246,000 during the nine months ended September 30, 2017, and 2016, respectively, related to restricted stock unit awards granted to officers. One-half of the restricted stock units vest ratably over three years. The other half vests at the end of the three years based upon the performance metrics of return on invested capital and earnings per share growth. The number of shares actually granted will be adjusted based upon relative performance to our peers. Director compensation of approximately $0 and $19,000 was recognized during the three months and $6,000 and $124,000 during the nine months ended September 30, 2017, and 2016, respectively, related to an award of restricted stock units to a director. The restricted stock unit award vests over 4 years in 20% increments. Director compensation of approximately $19,000 and $19,000 during the three months and $56,000 and $40,000 during the nine months ended September 30, 2017, and 2016, respectively, was recognized related to restricted stock unit grants vesting through 2020. Employee compensation of approximately $108,000 and $108,000 during the three months and $323,000 and $323,000 for the nine months ended September 30, 2017, and 2016, respectively, was recognized related to restricted stock units with a 4 year vesting period which was awarded to officers. This restricted stock vests through 2019. Restricted stock units activity in the first nine months of 2017 was as follows: Shares of Restricted Stock Units Weighted Average Grant Date Price per Share Outstanding at January 1, 2017 350,891 $ 11.44 Granted 127,281 $ 11.40 Forfeited (21,201 ) $ 10.52 Vested (78,362 ) $ 12.00 Outstanding at September 30, 2017 378,608 $ 11.37 Stock Option and Warrant Awards A summary of the status of our stock option awards and warrants is presented below: Number of Stock Options & Warrants Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Life Outstanding at January 1, 2017 1,348,437 $ 7.79 Granted -- -- Exercised (14,350 ) 2.90 Expired -- -- Cancelled -- -- Forfeited -- -- Outstanding at September 30, 2017 1,334,087 $ 7.84 4.5 Exercisable at September 30, 2017 989,087 $ 8.19 4.8 The fair value of the options granted were calculated using the Black Scholes option valuation model with the assumptions as disclosed in prior quarterly and annual filings. Directors' compensation of approximately $30,000 and $30,000 during the three months and $90,000 and $143,000 during the nine months ended September 30, 2017, and 2016, respectively, was recognized related to options to purchase shares vesting through 2017. Employee compensation of approximately $277,000 and $308,000 during the three months and $884,000 and $926,000 during the nine months ended September 30, 2017, and 2016, respectively, was recognized related to options with a 4 year vesting period which were awarded to officers and key employees. These options vest through 2018. Post-retirement compensation of approximately $0 and $0 was recognized during the three months and $0 and $49,000 during the nine months ended September 30, 2017, and 2016, related to options awarded to Mr. Hatem El Khalidi in July 2009. On May 9, 2010, the Board of Directors determined that Mr. El Khalidi forfeited these options and other retirement benefits when he made various demands against the Company and other AMAK Saudi shareholders which would benefit him personally and were not in the best interests of the Company and its shareholders. The Company is litigating its right to withdraw the options and benefits and as such, these options and benefits continue to be shown as outstanding. See further discussion in Note 19. See the Company's Annual Report on Form 10-K for the year ended December 31, 2016, for additional information. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 9 Months Ended |
Sep. 30, 2017 | |
SEGMENT INFORMATION [Abstract] | |
SEGMENT INFORMATION | 14. SEGMENT INFORMATION We operate through business segments according to the nature and economic characteristics of our products as well as the manner in which the information is used internally by our key decision maker, who is our Chief Executive Officer. Segment data may include rounding differences. Our petrochemical segment includes SHR and GSPL. Our specialty wax segment is TC. We also separately identify our corporate overhead which includes financing and administrative activities such as legal, accounting, consulting, investor relations, officer and director compensation, corporate insurance, and other administrative costs. Three Months Ended September 30, 2017 Petrochemical Specialty Wax Corporate Consolidated (in thousands) Product sales $ 52,440 $ 5,590 $ - $ 58,030 Processing fees 1,519 1,959 - 3,478 Total revenues 53,959 7,549 - 61,508 Operating profit (loss) before depreciation and amortization 9,319 (587 ) (1,957 ) 6,775 Operating profit (loss) 7,735 (1,795 ) (1,975 ) 3,965 Profit (loss) before taxes 7,149 (1,975 ) (2,879 ) 2,295 Depreciation and amortization 1,584 1,208 18 2,810 Capital expenditures 9,426 1,991 - 11,417 Nine Months Ended September 30, 2017 Petrochemical Specialty Wax Corporate Consolidated (in thousands) Product sales $ 147,339 $ 18,606 $ - $ 165,945 Processing fees 5,078 8,142 - 13,220 Total revenues 152,417 26,748 - 179,165 Operating profit (loss) before depreciation and amortization 26,294 969 (5,978 ) 21,285 Operating profit (loss) 21,610 (2,264 ) (6,027 ) 13,319 Profit (loss) before taxes 19,750 (2,534 ) (11,209 ) 6,007 Depreciation and amortization 4,684 3,233 49 7,966 Capital expenditures 27,203 12,047 - 39,250 Three Months Ended September 30, 2016 Petrochemical Specialty Wax Corporate Consolidated (in thousands) Product sales $ 47,250 $ 4,865 $ - $ 52,115 Processing fees 2,909 2,118 - 5,027 Total revenues 50,159 6,983 - 57,142 Operating profit (loss) before depreciation and amortization 7,813 118 (1,238 ) 6,693 Operating profit (loss) 6,366 (987 ) (1,251 ) 4,128 Profit (loss) before taxes 5,812 (1,063 ) (182 ) 4,567 Depreciation and amortization 1,447 1,105 13 2,565 Capital expenditures 5,411 4,066 - 9,477 Nine Months Ended September 30, 2016 Petrochemical Specialty Wax Corporate Consolidated (in thousands) Product sales $ 129,076 $ 14,585 $ - $ 143,661 Processing fees 6,769 7,766 - 14,535 Total revenues 135,845 22,351 - 158,196 Operating profit (loss) before depreciation and amortization 25,699 2,774 (5,128 ) 23,345 Operating profit (loss) 21,488 (171 ) (5,148 ) 16,169 Profit before taxes* 19,696 11,427 259 31,382 Depreciation and amortization 4,211 2,945 20 7,176 Capital expenditures 16,812 11,059 - 27,871 *Profit (loss) before taxes for the specialty wax segment includes a bargain purchase gain of $11.5 million. September 30, 2017 Petrochemical Specialty Wax Corporate Eliminations Consolidated (in thousands) Goodwill and intangible assets, net $ - $ 43,071 $ - $ - $ 43,071 Total assets 246,679 116,494 94,747 (151,121 ) 306,799 Year Ended December 31, 2016 Petrochemical Specialty Wax Corporate Eliminations Consolidated (in thousands) Goodwill and intangible assets, net $ - $ 44,467 $ - $ - $ 44,467 Total assets 219,376 113,676 106,428 (148,996 ) 290,484 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2017 | |
INCOME TAXES [Abstract] | |
INCOME TAXES | 15. INCOME TAXES We file an income tax return in the U.S. federal jurisdiction and a margin tax return in Texas. We received notification from the Internal Revenue Service ("IRS") in November 2016 that the December 31, 2014, tax return was selected for audit. In April 2017 the audit was expanded to include the year ended December 31, 2015 to review the refund claim related to research and development activities. The audit is ongoing, and we do not expect any adjustment to the return. If any issues addressed in the audit are resolved in a manner not consistent with our expectation, provisions will be adjusted in the period the resolution occurs. Tax returns for various jurisdictions remain open for examination for the years 2013 through 2016. As of September 30, 2017, and December 31, 2016, we recognized no material adjustments in connection with uncertain tax positions. The effective tax rate varies from the federal statutory rate of 35% primarily as a result of state tax expense and stock based compensation offset by the manufacturing deduction and research and development. The application for the change in accounting method for inventory from LIFO to FIFO and the change for spare parts inventory are being submitted to the IRS. |
POST-RETIREMENT OBLIGATIONS
POST-RETIREMENT OBLIGATIONS | 9 Months Ended |
Sep. 30, 2017 | |
POST-RETIREMENT OBLIGATIONS [Abstract] | |
POST-RETIREMENT OBLIGATIONS | 16. POST-RETIREMENT OBLIGATIONS In January 2008 an amended retirement agreement was entered into with Mr. Hatem El Khalidi; however, on May 9, 2010, the Board of Directors terminated the agreement due to actions of Mr. El Khalidi. See Notes 13 and 19. All amounts which have not met termination dates remain recorded until a resolution is achieved. As of September 30, 2017, and December 31, 2016, approximately $1.0 million remained outstanding and was included in post-retirement benefits. In July 2015 we entered into a retirement agreement with former CEO, Nicholas Carter. As of September 30, 2017, and December 31, 2016, approximately $0.3 million remained outstanding and was included in post-retirement obligations. See the Company's Annual Report on Form 10-K for the year ended December 31, 2016, for additional information. |
INVESTMENT IN AMAK
INVESTMENT IN AMAK | 9 Months Ended |
Sep. 30, 2017 | |
INVESTMENT IN AMAK [Abstract] | |
INVESTMENT IN AMAK | 17. INVESTMENT IN AMAK In July 2016 AMAK issued four million shares to provide additional funds for ongoing exploration work and mine start-up activities. Arab Mining Co. ("Armico") purchased 3.75 million shares at 20 Saudi Riyals per share (USD$5.33 per share) and the remaining 250,000 shares are for future use as employee incentives. We did not participate in the offering, thereby reducing our ownership percentage in AMAK to 33.44% from 35.25%. As of September 30, 2017, and December 31, 2016, the Company had a non-controlling equity interest of 33.44% in AMAK of approximately $44.2 million and $49.4 million, respectively. This investment is accounted for under the equity method. There were no events or changes in circumstances that may have an adverse effect on the fair value of our investment in AMAK at September 30, 2017. AMAK's financial statements were prepared in the functional currency of AMAK which is the Saudi Riyal (SR). In June 1986 the SR was officially pegged to the U. S. Dollar (USD) at a fixed exchange rate of 1 USD to 3.75 SR. The summarized results of operation and financial position for AMAK are as follows: Results of Operations Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Thousands of Dollars) Sales $ 9,709 $ 318 $ 11,965 $ 9,921 Gross loss (1,307 ) (4,747 ) (11,515 ) (7,556 ) General, administrative and other expenses 2,382 2,463 6,942 6,986 Loss from operations $ (3,689 ) $ (7,210 ) $ (18,457 ) $ (14,542 ) Gain on settlements with former operator - - - 17,440 Net income (loss) $ (3,689 ) $ (7,210 ) $ (18,457 ) $ 2,898 Gain on settlements with former operator of approximately $0 during the three months ended and $17.4 million during the nine months ended September 30, 2016, relates to a settlement with the former operator of the mine resulting in a reduction of previously accrued operating expenses. Depreciation and amortization was $6.2 million and $3.2 million for the three months and $16.9 million and $8.6 million for the nine months ended September 30, 2017, and 2016, respectively. Therefore, net income before depreciation and amortization was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Thousands of Dollars) Net income (loss) before depreciation and amortization $ 2,525 $ (4,021 ) $ (1,577 ) $ 11,504 Financial Position September 30, December 31, 2017 2016 (Thousands of Dollars) Current assets $ 22,839 $ 22,860 Noncurrent assets 247,335 251,741 Total assets $ 270,174 $ 274,601 Current liabilities $ 26,315 $ 8,005 Long term liabilities 78,265 82,546 Shareholders' equity 165,594 184,050 $ 270,174 $ 274,601 The equity in the income or loss of AMAK reflected on the consolidated statements of income for the three and nine months ended September 30, 2017, and 2016, is comprised of the following: Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 (Thousands of Dollars) AMAK Net Income (Loss) $ (3,689 ) $ (7,210 ) $ (18,457 ) $ 2,898 Zakat tax applicable to Saudi Arabian shareholders only - - - 320 AMAK Net Income (Loss) before Saudi Arabian shareholders' portion of Zakat $ (3,689 ) $ (7,210 ) $ (18,457 ) $ 3,218 Company's share of income (loss) reported by AMAK $ (1,234 ) $ (2,426 ) $ (6,172 ) $ 1,250 Amortization of difference between Company's investment in AMAK and Company's share of net assets of AMAK 337 337 1,011 1,011 Equity in earnings (loss) of AMAK $ (897 ) $ (2,089 ) $ (5,161 ) $ 2,261 See our Annual Report on Form 10-K for the year ended December 31, 2016, for additional information. We have an advance due from AMAK for reimbursement of fees associated with AMAK Board meetings. We have not advanced any cash to AMAK during 2017. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2017 | |
RELATED PARTY TRANSACTIONS [Abstract] | |
RELATED PARTY TRANSACTIONS | 18. RELATED PARTY TRANSACTIONS Consulting fees of approximately $0 and $0 were incurred during the three months and $27,000 and $33,000 during the nine months ended September 30, 2017, and 2016, respectively from IHS Global FZ LLC of which Company Director Gary K Adams held the position of Chief Advisor – Chemicals until April 1, 2017. Consulting fees of approximately $19,000 and $17,000 were incurred during the three months and $56,000 and $52,000 during the nine months ended September 30, 2017, and 2016, respectively, from Chairman of the Board, Nicholas Carter. Due to his history and experience with the Company and to provide continuity after his retirement, a three year consulting agreement was entered into with Mr. Carter in July 2015. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2017 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 19. COMMITMENTS AND CONTINGENCIES Guarantees On October 24, 2010, we executed a limited Guarantee in favor of the Saudi Industrial Development Fund ("SIDF") whereby we agreed to guaranty up to 41% of the SIDF loan to AMAK in the principal amount of 330.0 million Saudi Riyals (US$88.0 million) (the "Loan"). The term of the loan is through June 2019. As a condition of the Loan, SIDF required all shareholders of AMAK to execute personal or corporate Guarantees; as a result, our guarantee is for approximately 135.33 million Saudi Riyals (US$36.1 million). The loan was necessary to continue construction of the AMAK facilities and provide working capital needs. We received no consideration in connection with extending the guarantee and did so to maintain and enhance the value of its investment. The total amount outstanding to the SIDF at September 30, 2017, was 305.0 million Saudi Riyals (US$81.3 million). Litigation From time to time, we may become party to litigation or other legal proceedings that we consider to be a part of the ordinary course of our business. We are not currently involved in any legal proceedings that we believe could reasonably be expected to have a material adverse effect on our business, prospects, financial condition or results of operations. We may become involved in material legal proceedings in the future. On March 21, 2011, Mr. El Khalidi filed suit against the Company in Texas alleging breach of contract and other claims. The 88th Judicial District Court of Hardin County, Texas dismissed all claims and counterclaims for want of prosecution in this matter on July 24, 2013. The Ninth Court of Appeals subsequently affirmed the dismissal for want of prosecution and the Supreme Court of Texas denied Mr. El Khalidi's petition for review. On May 1, 2014, Mr. El Khalidi refiled his lawsuit against the Company for breach of contract and defamation in the 356th Judicial District Court of Hardin County, Texas. The case was transferred to the 88th Judicial District Court of Hardin County, Texas. On September 1, 2016, the Court dismissed all of Mr. El Khalidi's claims and causes of action with prejudice. Mr. El Khalidi appealed, and the issues have been fully briefed. Liabilities of approximately $1.0 million remain recorded, and the options will continue to accrue in accordance with their own terms until all matters are resolved. Environmental Remediation Amounts charged to expense for various activities related to environmental monitoring, compliance, and improvements were approximately $119,000 and $136,000 for the three months and $444,000 and $437,000 for the nine months ended September 30, 2017, and 2016, respectively. |
GENERAL (Tables)
GENERAL (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
GENERAL [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments | The impact of the adoption ASU 2015-17 on the Company's previously issued December 31, 2016, balance sheet is as follows: As Originally Reported As Retrospectively Adjusted (in thousands) Deferred income tax asset, current $ 1,615 $ - Total current assets 57,562 55,947 Total assets 292,099 290,484 Deferred income tax liability, noncurrent 24,698 23,083 Total liabilities 127,723 126,108 Total liabilities and equity 292,099 290,484 |
TRADE RECEIVABLES (Tables)
TRADE RECEIVABLES (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
TRADE RECEIVABLES [Abstract] | |
Trade Receivables | Trade receivables, net, consisted of the following: September 30, 2017 December 31, 2016 (thousands of dollars) Trade receivables $ 23,038 $ 22,493 Less allowance for doubtful accounts (300 ) (300 ) Trade receivables, net $ 22,738 $ 22,193 |
PREPAID EXPENSES AND OTHER AS29
PREPAID EXPENSES AND OTHER ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
PREPAID EXPENSES AND OTHER ASSETS [Abstract] | |
Schedule of Prepaid Expenses and Other Assets | Prepaid expenses and other assets consisted of the following: September 30, 2017 December 31, 2016 (thousands of dollars) Prepaid license $ 1,919 $ 1,919 Prepaid catalyst 55 187 Prepaid insurance 255 797 Other prepaid expenses and assets 1,047 608 Total $ 3,276 $ 3,511 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
INVENTORIES [Abstract] | |
Inventories | Inventories included the following: September 30, 2017 December 31, 2016 (thousands of dollars) Raw material $ 2,390 $ 3,627 Work in process 66 12 Finished products 9,960 14,232 Spare parts 433 - Total inventory $ 12,849 $ 17,871 |
PLANT, PIPELINE AND EQUIPMENT (
PLANT, PIPELINE AND EQUIPMENT (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
PLANT, PIPELINE AND EQUIPMENT [Abstract] | |
Plant, Pipeline and Equipment | Plant, pipeline and equipment consisted of the following: September 30, 2017 December 31, 2016 (thousands of dollars) Platinum catalyst metal $ 1,612 $ 1,612 Land 5,428 5,376 Plant, pipeline and equipment 183,472 154,107 Construction in progress 42,930 33,391 Total plant, pipeline and equipment 233,442 194,486 Less accumulated depreciation (61,394 ) (54,477 ) Net plant, pipeline and equipment $ 172,048 $ 140,009 |
GOODWILL AND INTANGIBLE ASSET32
GOODWILL AND INTANGIBLE ASSETS, NET (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
GOODWILL AND INTANGIBLE ASSETS, NET [Abstract] | |
Summary of Intangible Assets by Major Class | The following tables summarize the gross carrying amounts and accumulated amortization of intangible assets by major class (in thousands): September 30, 2017 Intangible assets subject to amortization (Definite-lived) Gross Accumulated Amortization Net Customer relationships $ 16,852 $ (3,370 ) $ 13,482 Non-compete agreements 94 (57 ) 37 Licenses and permits 1,471 (364 ) 1,107 Developed technology 6,131 (1,839 ) 4,292 24,548 (5,630 ) 18,918 Intangible assets not subject to amortization (Indefinite-lived) Emissions Allowance 197 - 197 Trade name 2,158 - 2,158 Total $ 26,903 $ (5,630 ) $ 21,273 December 31, 2016 Intangible assets subject to amortization (Definite-lived) Gross Accumulated Amortization Net Customer relationships $ 16,852 $ (2,527 ) $ 14,325 Non-compete agreements 94 (43 ) 51 Licenses and permits 1,471 (285 ) 1,186 Developed technology 6,131 (1,379 ) 4,752 24,548 (4,234 ) 20,314 Intangible assets not subject to amortization (Indefinite-lived) Emissions Allowance 197 - 197 Trade name 2,158 - 2,158 Total $ 26,903 $ (4,234 ) $ 22,669 |
Estimated Amortization Expenses for Succeeding Five Fiscal Years | Based on identified intangible assets that are subject to amortization as of September 30, 2017, we expect future amortization expenses for each period to be as follows (in thousands): Remainder of 2017 2018 2019 2020 2021 Thereafter Customer relationships $ 282 $ 1,123 $ 1,123 $ 1,123 1,123 $ 8,710 Non-compete agreements 5 19 12 - - - Licenses and permits 26 106 106 106 106 656 Developed technology 153 613 613 613 613 1,687 Total future amortization expense $ 466 $ 1,861 $ 1,854 $ 1,842 $ 1,842 $ 11,053 |
NET INCOME PER COMMON SHARE A33
NET INCOME PER COMMON SHARE ATTRIBUTABLE TO TRECORA RESOURCES (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
NET INCOME PER COMMON SHARE ATTRIBUTABLE TO TRECORA RESOURCES [Abstract] | |
Net Income Per Common Share | The following table (in thousands, except per share amounts) sets forth the computation of basic and diluted net income per share attributable to Trecora Resources for the three and nine months ended September 30, 2017, and 2016, respectively. Three Months Ended September 30, 2017 Three Months Ended September 30, 2016 Per Share Per Share Income Shares Amount Income Shares Amount Basic Net Income per Share: Net Income Attributable to Trecora Resources $ 1,718 24,304 $ 0.07 $ 2,799 24,223 $ 0.12 Unvested restricted stock grant 379 304 Dilutive stock options outstanding 474 394 Diluted Net Income per Share: Net Income Attributable to Trecora Resources $ 1,718 25,157 $ 0.07 $ 2,799 24,921 $ 0.11 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016 Per Share Per Share Income Shares Amount Income Shares Amount Basic Net Income per Share: Net Income Attributable to Trecora Resources $ 4,037 24,267 $ 0.17 $ 20,275 24,304 $ 0.83 Unvested restricted stock grant 360 297 Dilutive stock options outstanding 455 363 Diluted Net Income per Share: Net Income Attributable to Trecora Resources $ 4,037 25,082 $ 0.16 $ 20,275 24,964 $ 0.81 |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
ACCRUED LIABILITIES [Abstract] | |
Accrued Liabilities | Accrued liabilities consisted of the following: September 30, 2017 December 31, 2016 (thousands of dollars) Accrued property taxes $ 2,188 $ - Accrued payroll 1,563 1,097 Accrued officer compensation 900 - Accrued shortfall fees 586 - Other 1,067 920 Total $ 6,304 $ 2,017 |
LIABILITIES AND LONG-TERM DEBT
LIABILITIES AND LONG-TERM DEBT (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
LIABILITIES AND LONG-TERM DEBT [Abstract] | |
Schedule of Maximum Leverage Ratio | On March 28, 2017, we entered into a Second Amendment to the ARC with terms which increase the Maximum Consolidated Leverage Ratio financial covenant of 3.25x to 4.00x at March 31, 2017, and 4.25x at June 30, 2017, before stepping down to 3.75x at September 30, 2017, 3.50x at December 31, 2017, and reverting to the original financial covenant of 3.25x at March 31, 2018. For Fiscal Quarter Ending Maximum Consolidated Leverage Ratio March 31, 2017 4.00 to 1.00 June 30, 2017 4.25 to 1.00 September 30, 2017 3.75 to 1.00 December 31, 2017 3.50 to 1.00 March 31, 2018 and each fiscal quarter thereafter 3.25 to 1.00 |
Schedule of Minimum Fixed Charge Coverage Ratio | The Second Amendment also reduces the Minimum Consolidated Fixed Charge Coverage Ratio of 1.25x to 1.10x at March 31, 2017, 1.05x at June 30, 2017 and September 30, 2017, 1.10x at December 31, 2017, before reverting to the original financial covenant of 1.25x at March 31, 2018. For Fiscal Quarter Ending Minimum Consolidated Fixed Charge Coverage Ratio March 31, 2017 1.10 to 1.00 June 30, 2017 1.05 to 1.00 September 30, 2017 1.05 to 1.00 December 31, 2017 1.10 to 1.00 March 31, 2018 and each fiscal quarter thereafter 1.25 to 1.00 |
Schedule of Pricing Levels for Leverage Ratios | Also, under the terms of the Second Amendment, two additional levels of pricing were added – levels 4 and 5. Level Consolidated Leverage Ratio LIBOR Margin Base Rate Margin Commitment Fee 1 Less than 1.50 to 1.00 2.00% 1.00% 0.25% 2 Greater than or equal to 1.50 to 1.00 but less than 2.00 to 1.00 2.25% 1.25% 0.25% 3 Greater than or equal to 2.00 to 1.00 but less than 3.00 to 1.00 2.50% 1.50% 0.375% 4 Greater than or equal to 3.00 to 1.00 but less than 3.50 to 1.00 2.75% 1.75% 0.375% 5 Greater than or equal to 3.50 to 1.00 3.00% 2.00% 0.375% |
Summary of Carrying Amount and Debt Issuance Costs of Long-term Debt | The following table summarizes the carrying amounts and debt issuance costs of our long-term debt (in thousands): September 30, 2017 December 31, 2016 Acquisition loan $ 49,000 $ 56,000 Term loan 17,666 19,000 Revolving facility 23,000 9,000 Total 89,666 84,000 Less debt issuance costs 594 748 Carrying balance of debt $ 89,072 $ 83,252 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
FAIR VALUE MEASUREMENTS [Abstract] | |
Fair Value of Assets and Liabilities Measured on a Recurring Basis | The following items are measured at fair value on a recurring basis subject to disclosure requirements of ASC Topic 820 at September 30, 2017, and December 31, 2016: Assets and Liabilities Measured at Fair Value on a Recurring Basis Fair Value Measurements Using September 30, 2017 Level 1 Level 2 Level 3 (thousands of dollars) Liabilities: Interest rate swap $ 7 - $ 7 - Fair Value Measurements Using December 31, 2016 Level 1 Level 2 Level 3 (thousands of dollars) Liabilities: Interest rate swap $ 58 - $ 58 - |
DERIVATIVE INSTRUMENTS (Tables)
DERIVATIVE INSTRUMENTS (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Interest Rate Swaps [Member] | |
Derivative [Line Items] | |
Fair Value of Derivative Liability | The following table shows (in thousands) the impact the agreement had on the financial statements: September 30, 2017 December 31, 2016 Fair value of interest rate swap - liability $ 7 $ 58 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
STOCK-BASED COMPENSATION [Abstract] | |
Restricted Stock Units Activity | Restricted stock units activity in the first nine months of 2017 was as follows: Shares of Restricted Stock Units Weighted Average Grant Date Price per Share Outstanding at January 1, 2017 350,891 $ 11.44 Granted 127,281 $ 11.40 Forfeited (21,201 ) $ 10.52 Vested (78,362 ) $ 12.00 Outstanding at September 30, 2017 378,608 $ 11.37 |
Summary of Status of Stock Option Awards and Warrants | A summary of the status of our stock option awards and warrants is presented below: Number of Stock Options & Warrants Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Life Outstanding at January 1, 2017 1,348,437 $ 7.79 Granted -- -- Exercised (14,350 ) 2.90 Expired -- -- Cancelled -- -- Forfeited -- -- Outstanding at September 30, 2017 1,334,087 $ 7.84 4.5 Exercisable at September 30, 2017 989,087 $ 8.19 4.8 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
SEGMENT INFORMATION [Abstract] | |
Segment Information | We also separately identify our corporate overhead which includes financing and administrative activities such as legal, accounting, consulting, investor relations, officer and director compensation, corporate insurance, and other administrative costs. Three Months Ended September 30, 2017 Petrochemical Specialty Wax Corporate Consolidated (in thousands) Product sales $ 52,440 $ 5,590 $ - $ 58,030 Processing fees 1,519 1,959 - 3,478 Total revenues 53,959 7,549 - 61,508 Operating profit (loss) before depreciation and amortization 9,319 (587 ) (1,957 ) 6,775 Operating profit (loss) 7,735 (1,795 ) (1,975 ) 3,965 Profit (loss) before taxes 7,149 (1,975 ) (2,879 ) 2,295 Depreciation and amortization 1,584 1,208 18 2,810 Capital expenditures 9,426 1,991 - 11,417 Nine Months Ended September 30, 2017 Petrochemical Specialty Wax Corporate Consolidated (in thousands) Product sales $ 147,339 $ 18,606 $ - $ 165,945 Processing fees 5,078 8,142 - 13,220 Total revenues 152,417 26,748 - 179,165 Operating profit (loss) before depreciation and amortization 26,294 969 (5,978 ) 21,285 Operating profit (loss) 21,610 (2,264 ) (6,027 ) 13,319 Profit (loss) before taxes 19,750 (2,534 ) (11,209 ) 6,007 Depreciation and amortization 4,684 3,233 49 7,966 Capital expenditures 27,203 12,047 - 39,250 Three Months Ended September 30, 2016 Petrochemical Specialty Wax Corporate Consolidated (in thousands) Product sales $ 47,250 $ 4,865 $ - $ 52,115 Processing fees 2,909 2,118 - 5,027 Total revenues 50,159 6,983 - 57,142 Operating profit (loss) before depreciation and amortization 7,813 118 (1,238 ) 6,693 Operating profit (loss) 6,366 (987 ) (1,251 ) 4,128 Profit (loss) before taxes 5,812 (1,063 ) (182 ) 4,567 Depreciation and amortization 1,447 1,105 13 2,565 Capital expenditures 5,411 4,066 - 9,477 Nine Months Ended September 30, 2016 Petrochemical Specialty Wax Corporate Consolidated (in thousands) Product sales $ 129,076 $ 14,585 $ - $ 143,661 Processing fees 6,769 7,766 - 14,535 Total revenues 135,845 22,351 - 158,196 Operating profit (loss) before depreciation and amortization 25,699 2,774 (5,128 ) 23,345 Operating profit (loss) 21,488 (171 ) (5,148 ) 16,169 Profit before taxes* 19,696 11,427 259 31,382 Depreciation and amortization 4,211 2,945 20 7,176 Capital expenditures 16,812 11,059 - 27,871 *Profit (loss) before taxes for the specialty wax segment includes a bargain purchase gain of $11.5 million. September 30, 2017 Petrochemical Specialty Wax Corporate Eliminations Consolidated (in thousands) Goodwill and intangible assets, net $ - $ 43,071 $ - $ - $ 43,071 Total assets 246,679 116,494 94,747 (151,121 ) 306,799 Year Ended December 31, 2016 Petrochemical Specialty Wax Corporate Eliminations Consolidated (in thousands) Goodwill and intangible assets, net $ - $ 44,467 $ - $ - $ 44,467 Total assets 219,376 113,676 106,428 (148,996 ) 290,484 |
INVESTMENT IN AMAK (Tables)
INVESTMENT IN AMAK (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
INVESTMENT IN AMAK [Abstract] | |
Summarized Results of Operation and Financial Position for AMAK | The summarized results of operation and financial position for AMAK are as follows: Results of Operations Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Thousands of Dollars) Sales $ 9,709 $ 318 $ 11,965 $ 9,921 Gross loss (1,307 ) (4,747 ) (11,515 ) (7,556 ) General, administrative and other expenses 2,382 2,463 6,942 6,986 Loss from operations $ (3,689 ) $ (7,210 ) $ (18,457 ) $ (14,542 ) Gain on settlements with former operator - - - 17,440 Net income (loss) $ (3,689 ) $ (7,210 ) $ (18,457 ) $ 2,898 |
Equity in Income or Loss of AMAK Reflected on Consolidated Statements | Therefore, net income before depreciation and amortization was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Thousands of Dollars) Net income (loss) before depreciation and amortization $ 2,525 $ (4,021 ) $ (1,577 ) $ 11,504 Financial Position September 30, December 31, 2017 2016 (Thousands of Dollars) Current assets $ 22,839 $ 22,860 Noncurrent assets 247,335 251,741 Total assets $ 270,174 $ 274,601 Current liabilities $ 26,315 $ 8,005 Long term liabilities 78,265 82,546 Shareholders' equity 165,594 184,050 $ 270,174 $ 274,601 The equity in the income or loss of AMAK reflected on the consolidated statements of income for the three and nine months ended September 30, 2017, and 2016, is comprised of the following: Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 (Thousands of Dollars) AMAK Net Income (Loss) $ (3,689 ) $ (7,210 ) $ (18,457 ) $ 2,898 Zakat tax applicable to Saudi Arabian shareholders only - - - 320 AMAK Net Income (Loss) before Saudi Arabian shareholders' portion of Zakat $ (3,689 ) $ (7,210 ) $ (18,457 ) $ 3,218 Company's share of income (loss) reported by AMAK $ (1,234 ) $ (2,426 ) $ (6,172 ) $ 1,250 Amortization of difference between Company's investment in AMAK and Company's share of net assets of AMAK 337 337 1,011 1,011 Equity in earnings (loss) of AMAK $ (897 ) $ (2,089 ) $ (5,161 ) $ 2,261 |
GENERAL (Details)
GENERAL (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017USD ($)Segment | Dec. 31, 2016USD ($) | |
Noncontrolling Interest [Line Items] | ||
Number of operating segments | Segment | 2 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | ||
Total current assets | $ 46,846 | $ 55,947 |
Total assets | 306,799 | 290,484 |
Deferred income tax liability, noncurrent | 24,654 | 23,083 |
Total liabilities | 136,435 | 126,108 |
Total liabilities and equity | $ 306,799 | 290,484 |
Accounting Standards Update 2015-17 [Member] | ||
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | ||
Deferred income tax asset, current | 0 | |
Total current assets | 55,947 | |
Total assets | 290,484 | |
Deferred income tax liability, noncurrent | 23,083 | |
Total liabilities | 126,108 | |
Total liabilities and equity | 290,484 | |
Accounting Standards Update 2015-17 [Member] | As Originally Reported [Member] | ||
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | ||
Deferred income tax asset, current | 1,615 | |
Total current assets | 57,562 | |
Total assets | 292,099 | |
Deferred income tax liability, noncurrent | 24,698 | |
Total liabilities | 127,723 | |
Total liabilities and equity | $ 292,099 | |
Al Masane Al Kobra ("AMAK") [Member] | ||
Noncontrolling Interest [Line Items] | ||
Percentage of ownership | 33.00% | |
Pioche Ely Valley Mines, Inc. ("PEVM") [Member] | ||
Noncontrolling Interest [Line Items] | ||
Percentage of ownership | 55.00% |
TRADE RECEIVABLES (Details)
TRADE RECEIVABLES (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
TRADE RECEIVABLES [Abstract] | ||
Trade receivables | $ 23,038 | $ 22,493 |
Less allowance for doubtful accounts | (300) | (300) |
Trade receivables, net | $ 22,738 | $ 22,193 |
PREPAID EXPENSES AND OTHER AS43
PREPAID EXPENSES AND OTHER ASSETS (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
PREPAID EXPENSES AND OTHER ASSETS [Abstract] | ||
Prepaid license | $ 1,919 | $ 1,919 |
Prepaid catalyst | 55 | 187 |
Prepaid insurance | 255 | 797 |
Other prepaid expenses and assets | 1,047 | 608 |
Total | $ 3,276 | $ 3,511 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
INVENTORIES [Abstract] | ||
Raw material | $ 2,390 | $ 3,627 |
Work in process | 66 | 12 |
Finished products | 9,960 | 14,232 |
Spare parts | 433 | 0 |
Total inventory | 12,849 | 17,871 |
Excess of current cost over LIFO value | 0 | |
Products in transit | $ 2,700 | $ 2,100 |
PLANT, PIPELINE AND EQUIPMENT45
PLANT, PIPELINE AND EQUIPMENT (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | |||||
Total plant, pipeline and equipment | $ 233,442 | $ 233,442 | $ 194,486 | ||
Less accumulated depreciation | (61,394) | (61,394) | (54,477) | ||
Net plant, pipeline and equipment | 172,048 | 172,048 | 140,009 | ||
Interest capitalized for construction | 218 | $ 52 | 878 | $ 124 | |
Amortization relating to the platinum catalyst | 0 | $ 25 | 25 | $ 72 | |
Platinum Catalyst Metal [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Total plant, pipeline and equipment | 1,612 | 1,612 | 1,612 | ||
Land [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Total plant, pipeline and equipment | 5,428 | 5,428 | 5,376 | ||
Plant, Pipeline and Equipment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Total plant, pipeline and equipment | 183,472 | 183,472 | 154,107 | ||
Construction in Progress [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Total plant, pipeline and equipment | $ 42,930 | $ 42,930 | $ 33,391 |
GOODWILL AND INTANGIBLE ASSET46
GOODWILL AND INTANGIBLE ASSETS, NET (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Intangible assets subject to amortization [Abstract] | |||||
Gross | $ 24,548 | $ 24,548 | $ 24,548 | ||
Accumulated Amortization | (5,630) | (5,630) | (4,234) | ||
Net | 18,918 | 18,918 | 20,314 | ||
Amortization of intangible assets | 1,396 | $ 1,415 | |||
Intangible assets not subject to amortization [Abstract] | |||||
Gross | 26,903 | 26,903 | 26,903 | ||
Accumulated Amortization | (5,630) | (5,630) | (4,234) | ||
Net | 21,273 | 21,273 | 22,669 | ||
Estimated amortization expense for succeeding five fiscal years [Abstract] | |||||
Remainder of 2017 | 466 | 466 | |||
2,018 | 1,861 | 1,861 | |||
2,019 | 1,854 | 1,854 | |||
2,020 | 1,842 | 1,842 | |||
2,021 | 1,842 | 1,842 | |||
Thereafter | 11,053 | 11,053 | |||
Emissions Allowance [Member] | |||||
Intangible assets not subject to amortization [Abstract] | |||||
Gross | 197 | 197 | 197 | ||
Accumulated Amortization | 0 | 0 | 0 | ||
Net | 197 | 197 | 197 | ||
Trade Name [Member] | |||||
Intangible assets not subject to amortization [Abstract] | |||||
Gross | 2,158 | 2,158 | 2,158 | ||
Accumulated Amortization | 0 | 0 | 0 | ||
Net | 2,158 | 2,158 | 2,158 | ||
Customer Relationships [Member] | |||||
Estimated amortization expense for succeeding five fiscal years [Abstract] | |||||
Remainder of 2017 | 282 | 282 | |||
2,018 | 1,123 | 1,123 | |||
2,019 | 1,123 | 1,123 | |||
2,020 | 1,123 | 1,123 | |||
2,021 | 1,123 | 1,123 | |||
Thereafter | 8,710 | 8,710 | |||
Non-compete Agreements [Member] | |||||
Estimated amortization expense for succeeding five fiscal years [Abstract] | |||||
Remainder of 2017 | 5 | 5 | |||
2,018 | 19 | 19 | |||
2,019 | 12 | 12 | |||
2,020 | 0 | 0 | |||
2,021 | 0 | 0 | |||
Thereafter | 0 | 0 | |||
Licenses and Permits [Member] | |||||
Estimated amortization expense for succeeding five fiscal years [Abstract] | |||||
Remainder of 2017 | 26 | 26 | |||
2,018 | 106 | 106 | |||
2,019 | 106 | 106 | |||
2,020 | 106 | 106 | |||
2,021 | 106 | 106 | |||
Thereafter | 656 | 656 | |||
Developed Technology [Member] | |||||
Estimated amortization expense for succeeding five fiscal years [Abstract] | |||||
Remainder of 2017 | 153 | 153 | |||
2,018 | 613 | 613 | |||
2,019 | 613 | 613 | |||
2,020 | 613 | 613 | |||
2,021 | 613 | 613 | |||
Thereafter | 1,687 | 1,687 | |||
Customer Relationships [Member] | |||||
Intangible assets subject to amortization [Abstract] | |||||
Gross | 16,852 | 16,852 | 16,852 | ||
Accumulated Amortization | (3,370) | (3,370) | (2,527) | ||
Net | 13,482 | 13,482 | 14,325 | ||
Non-compete Agreements [Member] | |||||
Intangible assets subject to amortization [Abstract] | |||||
Gross | 94 | 94 | 94 | ||
Accumulated Amortization | (57) | (57) | (43) | ||
Net | 37 | 37 | 51 | ||
Licenses and Permits [Member] | |||||
Intangible assets subject to amortization [Abstract] | |||||
Gross | 1,471 | 1,471 | 1,471 | ||
Accumulated Amortization | (364) | (364) | (285) | ||
Net | 1,107 | 1,107 | 1,186 | ||
Developed Technology [Member] | |||||
Intangible assets subject to amortization [Abstract] | |||||
Gross | 6,131 | 6,131 | 6,131 | ||
Accumulated Amortization | (1,839) | (1,839) | (1,379) | ||
Net | 4,292 | 4,292 | $ 4,752 | ||
Acquired Indefinite-lived Intangible Assets [Member] | |||||
Intangible assets subject to amortization [Abstract] | |||||
Amortization of intangible assets | $ 466 | $ 471 | $ 1,396 | $ 1,415 |
NET INCOME PER COMMON SHARE A47
NET INCOME PER COMMON SHARE ATTRIBUTABLE TO TRECORA RESOURCES (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Basic Net Income per Share [Abstract] | ||||
Net Income Attributable to Trecora Resources | $ 1,718 | $ 2,799 | $ 4,037 | $ 20,275 |
Weighted average number of shares outstanding, basic (in shares) | 24,304,000 | 24,223,000 | 24,267,000 | 24,304,000 |
Net Income Attributable to Trecora Resources (in dollars per share) | $ 0.07 | $ 0.12 | $ 0.17 | $ 0.83 |
Unvested restricted stock grant (in shares) | 379,000 | 304,000 | 360,000 | 297,000 |
Dilutive stock options outstanding (in shares) | 474,000 | 394,000 | 455,000 | 363,000 |
Diluted Net Income per Share [Abstract] | ||||
Net Income Attributable to Trecora Resources | $ 1,718 | $ 2,799 | $ 4,037 | $ 20,275 |
Weighted average number of shares outstanding, diluted (in shares) | 25,157,000 | 24,921,000 | 25,082,000 | 24,964,000 |
Net Income Attributable to Trecora Resources (in dollars per share) | $ 0.07 | $ 0.11 | $ 0.16 | $ 0.81 |
Potential common stock shares issuable upon exercise of options (in shares) | 1,334,087 | 1,348,437 |
ACCRUED LIABILITIES (Details)
ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Accrued Liabilities [Abstract] | ||
Accrued property taxes | $ 2,188 | $ 0 |
Accrued payroll | 1,563 | 1,097 |
Accrued officer compensation | 900 | 0 |
Accrued shortfall fees | 586 | 0 |
Other | 1,067 | 920 |
Total | $ 6,304 | $ 2,017 |
LIABILITIES AND LONG-TERM DEB49
LIABILITIES AND LONG-TERM DEBT (Details) - USD ($) $ in Thousands | Oct. 01, 2014 | Sep. 30, 2017 | Jul. 25, 2017 | Dec. 31, 2016 |
Maximum Consolidated Leverage Ratio [Abstract] | ||||
Maximum consolidated leverage ratio, March 31, 2017 | 4 | |||
Maximum consolidated leverage ratio, June 30, 2017 | 4.25 | |||
Maximum consolidated leverage ratio, September 30, 2017 | 3.75 | |||
Maximum consolidated leverage ratio, December 31, 2017 | 3.50 | |||
Maximum consolidated leverage ratio, March 31, 2018 and each fiscal quarter thereafter | 3.25 | |||
Minimum Consolidated Fixed Charge Coverage Ratio [Abstract] | ||||
Minimum consolidated fixed charge coverage ratio, March 31, 2017 | 1.10 | |||
Minimum consolidated fixed charge coverage ratio, June 30, 2017 | 1.05 | |||
Minimum consolidated fixed charge coverage ratio, September 30, 2017 | 1.05 | |||
Minimum consolidated fixed charge coverage ratio, December 31, 2017 | 1.10 | |||
Minimum consolidated fixed charge coverage ratio, March 31, 2018 and each fiscal quarter thereafter | 1.25 | |||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Maturity date | Sep. 30, 2019 | |||
Short-term amount outstanding | $ 8,061 | $ 10,145 | ||
Long-term amount outstanding | 81,011 | 73,107 | ||
Debt issuance cost | $ 600 | $ 700 | ||
Interest rate on loan | 3.74% | 3.27% | ||
Leverage Ratio, Less than 1.50 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Commitment fee | 0.25% | |||
Consolidated leverage ratio | 1.50 | |||
Leverage Ratio, Greater than or Equal to 1.50 to 1.00 but Less than 2.00 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Commitment fee | 0.25% | |||
Leverage Ratio, Greater than or Equal to 1.50 to 1.00 but Less than 2.00 to 1.00 [Member] | Minimum [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Consolidated leverage ratio | 1.50 | |||
Leverage Ratio, Greater than or Equal to 1.50 to 1.00 but Less than 2.00 to 1.00 [Member] | Maximum [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Consolidated leverage ratio | 2 | |||
Leverage Ratio, Greater than or Equal to 2.00 to 1.00 but Less than 3.00 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Commitment fee | 0.375% | |||
Leverage Ratio, Greater than or Equal to 2.00 to 1.00 but Less than 3.00 to 1.00 [Member] | Minimum [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Consolidated leverage ratio | 2 | |||
Leverage Ratio, Greater than or Equal to 2.00 to 1.00 but Less than 3.00 to 1.00 [Member] | Maximum [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Consolidated leverage ratio | 3 | |||
Leverage Ratio, Greater than or Equal to 3.00 to 1.00 but Less than 3.50 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Commitment fee | 0.375% | |||
Leverage Ratio, Greater than or Equal to 3.00 to 1.00 but Less than 3.50 to 1.00 [Member] | Minimum [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Consolidated leverage ratio | 3 | |||
Leverage Ratio, Greater than or Equal to 3.00 to 1.00 but Less than 3.50 to 1.00 [Member] | Maximum [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Consolidated leverage ratio | 3.50 | |||
Leverage Ratio, Greater than or Equal to 3.50 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Commitment fee | 0.375% | |||
Consolidated leverage ratio | 3.50 | |||
Revolving Facility [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Maturity date | Oct. 1, 2019 | |||
Maximum borrowing capacity | $ 60,000 | $ 40,000 | ||
Borrowed funds under the agreement | 23,000 | $ 9,000 | ||
Available remaining borrowing capacity | 37,000 | |||
Available remaining borrowing capacity to maintain covenant compliance | 31,000 | |||
TOCCO [Member] | ||||
Long-term debt [Abstract] | ||||
Long-term debt | 89,666 | 84,000 | ||
Less debt issuance costs | 594 | 748 | ||
Carrying balance of debt | 89,072 | 83,252 | ||
TOCCO [Member] | Revolving Facility [Member] | ||||
Long-term debt [Abstract] | ||||
Long-term debt | 23,000 | 9,000 | ||
Term Note One [Member] | Revolving Facility [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Short-term amount outstanding | 1,300 | 1,700 | ||
Long-term amount outstanding | 16,300 | 17,300 | ||
Amount of multiple advance loan that was available to be borrowed | 25,000 | |||
Acquisition Loan [Member] | TOCCO [Member] | ||||
Long-term debt [Abstract] | ||||
Long-term debt | 49,000 | 56,000 | ||
Term Loan [Member] | TOCCO [Member] | ||||
Long-term debt [Abstract] | ||||
Long-term debt | 17,666 | 19,000 | ||
Term Note [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Short-term amount outstanding | 7,000 | 8,800 | ||
Long-term amount outstanding | $ 42,000 | $ 47,300 | ||
Total long-term debt | $ 70,000 | |||
Amortization period for principal on acquisition term loan | 10 years | |||
Quarterly installment amount of acquisition term loan | $ 1,750 | |||
LIBOR [Member] | Leverage Ratio, Less than 1.50 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Basis spread on variable rate | 2.00% | |||
LIBOR [Member] | Leverage Ratio, Greater than or Equal to 1.50 to 1.00 but Less than 2.00 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Basis spread on variable rate | 2.25% | |||
LIBOR [Member] | Leverage Ratio, Greater than or Equal to 2.00 to 1.00 but Less than 3.00 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Basis spread on variable rate | 2.50% | |||
LIBOR [Member] | Leverage Ratio, Greater than or Equal to 3.00 to 1.00 but Less than 3.50 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Basis spread on variable rate | 2.75% | |||
LIBOR [Member] | Leverage Ratio, Greater than or Equal to 3.50 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Basis spread on variable rate | 3.00% | |||
Base Rate [Member] | Leverage Ratio, Less than 1.50 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Basis spread on variable rate | 1.00% | |||
Base Rate [Member] | Leverage Ratio, Greater than or Equal to 1.50 to 1.00 but Less than 2.00 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Basis spread on variable rate | 1.25% | |||
Base Rate [Member] | Leverage Ratio, Greater than or Equal to 2.00 to 1.00 but Less than 3.00 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Basis spread on variable rate | 1.50% | |||
Base Rate [Member] | Leverage Ratio, Greater than or Equal to 3.00 to 1.00 but Less than 3.50 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Basis spread on variable rate | 1.75% | |||
Base Rate [Member] | Leverage Ratio, Greater than or Equal to 3.50 to 1.00 [Member] | ||||
Pricing Levels for Leverage Ratios [Abstract] | ||||
Basis spread on variable rate | 2.00% |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Mar. 31, 2008 |
Liabilities [Abstract] | |||
Term loan secured by plant, pipeline and equipment | $ 10,000 | ||
Recurring [Member] | |||
Liabilities [Abstract] | |||
Interest rate swap | $ 7 | $ 58 | |
Recurring [Member] | Level 1 [Member] | |||
Liabilities [Abstract] | |||
Interest rate swap | 0 | 0 | |
Recurring [Member] | Level 2 [Member] | |||
Liabilities [Abstract] | |||
Interest rate swap | 7 | 58 | |
Recurring [Member] | Level 3 [Member] | |||
Liabilities [Abstract] | |||
Interest rate swap | $ 0 | $ 0 |
DERIVATIVE INSTRUMENTS (Details
DERIVATIVE INSTRUMENTS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Derivative [Line Items] | |||||
Unrealized gain (loss) | $ (1) | $ 5 | $ 1 | $ (9) | |
Realized loss | 14 | $ 30 | 53 | $ 100 | |
Interest Rate Swaps [Member] | |||||
Derivative [Line Items] | |||||
Term loan in pay fixed, receive variable interest rate swap | 10,000 | 10,000 | |||
Term loan secured by plant, pipeline and equipment | 14,000 | 14,000 | |||
Notional amount | $ 1,000 | $ 1,000 | $ 1,750 | ||
Derivative, variable interest rate | 5.83% | 5.83% | |||
Fair value of interest rate swap - liability | $ 7 | $ 7 | $ 58 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 16, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | $ 716 | $ 608 | $ 2,005 | $ 1,882 | |
Restricted Stock [Member] | |||||
Shares of Restricted Stock Units [Roll Forward] | |||||
Outstanding at beginning of period (in shares) | 350,891 | ||||
Granted (in shares) | 127,281 | ||||
Forfeited (in shares) | (21,201) | ||||
Vested (in shares) | (78,362) | ||||
Outstanding at end of period (in shares) | 378,608 | 378,608 | |||
Weighted Average Grant Date Price per Share [Abstract] | |||||
Outstanding at beginning of period (in dollars per share) | $ 11.44 | ||||
Granted (in dollars per share) | 11.40 | ||||
Forfeited (in dollars per share) | 10.52 | ||||
Vested (in dollars per share) | 12 | ||||
Outstanding at end of period (in dollars per share) | $ 11.37 | $ 11.37 | |||
Restricted Stock [Member] | Director [Member] | Vesting through 2020 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | $ 56 | 19 | $ 169 | 32 | |
Restricted Stock [Member] | Director [Member] | Vests Over Four Years [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | 0 | 19 | $ 6 | 124 | |
Vesting period | 4 years | ||||
Vesting percentage | 20.00% | ||||
Restricted Stock [Member] | Director 1 [Member] | Vesting through 2020 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | 19 | 19 | $ 56 | 40 | |
Restricted Stock [Member] | Officer [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | 121 | $ 161 | |||
Percentage of stock vests ratably over three years | 50.00% | ||||
Percentage of stock vests at the end of the three years | 50.00% | ||||
Vesting period of stock vests ratably over three years | 3 years | ||||
Vesting period of stock vests at the end of three years | 3 years | ||||
Shares of Restricted Stock Units [Roll Forward] | |||||
Granted (in shares) | 127 | ||||
Weighted Average Grant Date Price per Share [Abstract] | |||||
Granted (in dollars per share) | $ 11.40 | ||||
Restricted Stock [Member] | Officer [Member] | Vesting through 2019 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | 108 | 108 | $ 323 | 323 | |
Vesting period | 4 years | ||||
Restricted Stock [Member] | Officer 1 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | $ 106 | 105 | $ 316 | 246 | |
Percentage of stock vests ratably over three years | 50.00% | ||||
Percentage of stock vests at the end of the three years | 50.00% | ||||
Vesting period of stock vests ratably over three years | 3 years | ||||
Vesting period of stock vests at the end of three years | 3 years | ||||
Stock Options [Member] | |||||
Stock Options and Warrants [Roll Forward] | |||||
Outstanding at beginning of period (in shares) | 1,348,437 | ||||
Granted (in shares) | 0 | ||||
Exercised (in shares) | (14,350) | ||||
Expired (in shares) | 0 | ||||
Cancelled (in shares) | 0 | ||||
Forfeited (in shares) | 0 | ||||
Outstanding at end of period (in shares) | 1,334,087 | 1,334,087 | |||
Exercisable, end of period (in shares) | 989,087 | 989,087 | |||
Weighted Average Exercise Price Per Share [Roll Forward] | |||||
Outstanding at beginning of period (in dollars per share) | $ 7.79 | ||||
Granted (in dollars per share) | 0 | ||||
Exercised (in dollars per share) | 2.90 | ||||
Expired (in dollars per share) | 0 | ||||
Cancelled (in dollars per share) | 0 | ||||
Forfeited (in dollars per share) | 0 | ||||
Outstanding at end of period (in dollars per share) | $ 7.84 | 7.84 | |||
Exercisable, end of period (in dollars per share) | $ 8.19 | $ 8.19 | |||
Weighted Average Remaining Contractual Life [Abstract] | |||||
Outstanding, weighted average remaining contractual life | 4 years 6 months | ||||
Exercisable, weighted average remaining contractual life | 4 years 9 months 18 days | ||||
Stock Options [Member] | Director [Member] | Vesting through 2017 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | $ 30 | 30 | $ 90 | 143 | |
Stock Options [Member] | Officer and Key Employees [Member] | Vesting through 2018 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | 277 | 308 | $ 884 | 926 | |
Vesting period | 4 years | ||||
Stock Options [Member] | Mr. Hatem El Khalidi [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | $ 0 | $ 0 | $ 0 | $ 49 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |||
Segment Reporting Information [Line Items] | |||||||
Total revenues | $ 61,508 | $ 57,142 | $ 179,165 | $ 158,196 | |||
Operating profit (loss) before depreciation and amortization | 6,775 | 6,693 | 21,285 | 23,345 | |||
Operating profit (loss) | 3,965 | 4,128 | 13,319 | 16,169 | |||
Profit (loss) before taxes | 2,295 | 4,567 | 6,007 | 31,382 | [1] | ||
Depreciation and amortization | 2,810 | 2,565 | 7,966 | 7,176 | |||
Capital expenditures | 11,417 | 9,477 | 39,250 | 27,871 | |||
Bargain purchase gain | 0 | 0 | 0 | 11,549 | |||
Goodwill and intangible assets, net | 43,071 | 43,071 | $ 44,467 | ||||
Total assets | 306,799 | 306,799 | 290,484 | ||||
Product Sales [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | 58,030 | 52,115 | 165,945 | 143,661 | |||
Processing Fees [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | 3,478 | 5,027 | 13,220 | 14,535 | |||
Operating Segments [Member] | Petrochemical [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | 53,959 | 50,159 | 152,417 | 135,845 | |||
Operating profit (loss) before depreciation and amortization | 9,319 | 7,813 | 26,294 | 25,699 | |||
Operating profit (loss) | 7,735 | 6,366 | 21,610 | 21,488 | |||
Profit (loss) before taxes | 7,149 | 5,812 | 19,750 | 19,696 | [1] | ||
Depreciation and amortization | 1,584 | 1,447 | 4,684 | 4,211 | |||
Capital expenditures | 9,426 | 5,411 | 27,203 | 16,812 | |||
Goodwill and intangible assets, net | 0 | 0 | 0 | ||||
Total assets | 246,679 | 246,679 | 219,376 | ||||
Operating Segments [Member] | Petrochemical [Member] | Product Sales [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | 52,440 | 47,250 | 147,339 | 129,076 | |||
Operating Segments [Member] | Petrochemical [Member] | Processing Fees [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | 1,519 | 2,909 | 5,078 | 6,769 | |||
Operating Segments [Member] | Specialty Wax [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | 7,549 | 6,983 | 26,748 | 22,351 | |||
Operating profit (loss) before depreciation and amortization | (587) | 118 | 969 | 2,774 | |||
Operating profit (loss) | (1,795) | (987) | (2,264) | (171) | |||
Profit (loss) before taxes | (1,975) | (1,063) | [1] | (2,534) | 11,427 | [1] | |
Depreciation and amortization | 1,208 | 1,105 | 3,233 | 2,945 | |||
Capital expenditures | 1,991 | 4,066 | 12,047 | 11,059 | |||
Bargain purchase gain | 11,500 | ||||||
Goodwill and intangible assets, net | 43,071 | 43,071 | 44,467 | ||||
Total assets | 116,494 | 116,494 | 113,676 | ||||
Operating Segments [Member] | Specialty Wax [Member] | Product Sales [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | 5,590 | 4,865 | 18,606 | 14,585 | |||
Operating Segments [Member] | Specialty Wax [Member] | Processing Fees [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | 1,959 | 2,118 | 8,142 | 7,766 | |||
Corporate [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | 0 | 0 | 0 | 0 | |||
Operating profit (loss) before depreciation and amortization | (1,957) | (1,238) | (5,978) | (5,128) | |||
Operating profit (loss) | (1,975) | (1,251) | (6,027) | (5,148) | |||
Profit (loss) before taxes | (2,879) | (182) | (11,209) | 259 | [1] | ||
Depreciation and amortization | 18 | 13 | 49 | 20 | |||
Capital expenditures | 0 | 0 | 0 | 0 | |||
Goodwill and intangible assets, net | 0 | 0 | 0 | ||||
Total assets | 94,747 | 94,747 | 106,428 | ||||
Corporate [Member] | Product Sales [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | 0 | 0 | 0 | 0 | |||
Corporate [Member] | Processing Fees [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Total revenues | 0 | $ 0 | 0 | $ 0 | |||
Eliminations [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Goodwill and intangible assets, net | 0 | 0 | 0 | ||||
Total assets | $ (151,121) | $ (151,121) | $ (148,996) | ||||
[1] | Profit (loss) before taxes for the specialty wax segment includes a bargain purchase gain of $11.5 million. |
INCOME TAXES (Details)
INCOME TAXES (Details) | 9 Months Ended |
Sep. 30, 2017 | |
INCOME TAXES [Abstract] | |
Federal statutory rate | 35.00% |
POST-RETIREMENT OBLIGATIONS (De
POST-RETIREMENT OBLIGATIONS (Details) - Postretirement Benefits [Member] - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Mr. Hatem El Khalidi [Member] | ||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | ||
Post retirement liability | $ 1 | $ 1 |
Nicholas Carter [Member] | ||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | ||
Post retirement liability | $ 0.3 | $ 0.3 |
INVESTMENT IN AMAK (Details)
INVESTMENT IN AMAK (Details) $ / shares in Units, $ in Thousands | Jul. 31, 2016$ / sharesshares | Sep. 30, 2017USD ($)SAR / $ | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)SAR / $ | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($) | Jul. 31, 2016SAR / sharesshares | Jun. 30, 2016 |
Results of Operations [Abstract] | ||||||||
Loss from operations | $ 3,965 | $ 4,128 | $ 13,319 | $ 16,169 | ||||
Equity in Income or Loss of AMAK Reflected on Consolidated Statement Of Operation [Abstract] | ||||||||
Equity in earnings (loss) of AMAK | $ (897) | (2,089) | $ (5,161) | 2,261 | ||||
AMAK [Member] | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Shares issued (in shares) | shares | 4,000,000 | |||||||
Percentage investment in AMAK | 35.25% | 33.44% | 33.44% | 33.44% | 35.25% | 33.44% | ||
Investment in AMAK | $ 44,200 | $ 44,200 | $ 49,400 | |||||
Exchange rate | SAR / $ | 3.75 | 3.75 | ||||||
Results of Operations [Abstract] | ||||||||
Sales | $ 9,709 | 318 | $ 11,965 | 9,921 | ||||
Gross loss | (1,307) | (4,747) | (11,515) | (7,556) | ||||
General, administrative and other expenses | 2,382 | 2,463 | 6,942 | 6,986 | ||||
Loss from operations | (3,689) | (7,210) | (18,457) | (14,542) | ||||
Gain on settlements with former operator | 0 | 0 | 0 | 17,440 | ||||
Net income (loss) | (3,689) | (7,210) | (18,457) | 2,898 | ||||
Depreciation and amortization | 6,200 | 3,200 | 16,900 | 8,600 | ||||
Net income (loss) before depreciation and amortization | 2,525 | (4,021) | (1,577) | 11,504 | ||||
Financial Position [Abstract] | ||||||||
Current assets | 22,839 | 22,839 | 22,860 | |||||
Noncurrent assets | 247,335 | 247,335 | 251,741 | |||||
Total assets | 270,174 | 270,174 | 274,601 | |||||
Current liabilities | 26,315 | 26,315 | 8,005 | |||||
Long term liabilities | 78,265 | 78,265 | 82,546 | |||||
Shareholders' equity | 165,594 | 165,594 | 184,050 | |||||
Total liabilities and Shareholders' equity | 270,174 | 270,174 | $ 274,601 | |||||
Equity in Income or Loss of AMAK Reflected on Consolidated Statement Of Operation [Abstract] | ||||||||
AMAK Net income (loss) | (3,689) | (7,210) | (18,457) | 2,898 | ||||
Zakat tax applicable to Saudi Arabian shareholders only | 0 | 0 | 0 | 320 | ||||
AMAK Net Income (Loss) before Saudi Arabian shareholders' portion of Zakat | (3,689) | (7,210) | (18,457) | 3,218 | ||||
Company's share of income (loss) reported by AMAK | (1,234) | (2,426) | (6,172) | 1,250 | ||||
Amortization of difference between Company's investment in AMAK and Company's share of net assets of AMAK | 337 | 337 | 1,011 | 1,011 | ||||
Equity in earnings (loss) of AMAK | $ (897) | $ (2,089) | $ (5,161) | $ 2,261 | ||||
Arab Mining Co [Member] | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Shares issued (in shares) | shares | 3,750,000 | |||||||
Share price (in dollars per share) | (per share) | $ 5.33 | SAR 20 | ||||||
Shares reserved for future issuance (in shares) | shares | 250,000 | 250,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Director [Member] | ||||
Related Party Transaction [Line Items] | ||||
Consulting fees | $ 0 | $ 0 | $ 27 | $ 33 |
Chairman [Member] | ||||
Related Party Transaction [Line Items] | ||||
Consulting fees | $ 19 | $ 17 | $ 56 | $ 52 |
Period of consulting agreement | 3 years |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) SAR in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017SAR | Oct. 24, 2010USD ($) | Oct. 24, 2010SAR | |
Loss Contingencies [Line Items] | |||||||
Expenses for environmental monitoring, compliance, and improvements | $ 119 | $ 136 | $ 444 | $ 437 | |||
Pending Litigation [Member] | |||||||
Loss Contingencies [Line Items] | |||||||
Accrual recorded value | 1,000 | 1,000 | |||||
Saudi Industrial Development Fund Limited Guarantee [Member] | |||||||
Guarantor Obligations [Line Items] | |||||||
Principal amount of loan guaranteed | $ 88,000 | SAR 330,000 | |||||
Amount of maximum exposure | $ 81,300 | $ 81,300 | SAR 305,000 | $ 36,100 | SAR 135,330 | ||
Saudi Industrial Development Fund Limited Guarantee [Member] | Maximum [Member] | |||||||
Guarantor Obligations [Line Items] | |||||||
Loan guarantee | 41.00% | 41.00% |