Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Feb. 28, 2015 | Jun. 30, 2014 |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Steel Excel Inc. | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | -19 | ||
Entity Common Stock, Shares Outstanding | 11,566,746 | ||
Amendment Flag | FALSE | ||
Entity Central Index Key | 709804 | ||
Entity Filer Category | Accelerated Filer | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Public Float | $116.90 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement [Abstract] | |||
Net revenues | $210,148 | $120,028 | $100,104 |
Cost of revenues | 150,979 | 85,385 | 66,064 |
Gross profit | 59,169 | 34,643 | 34,040 |
Operating expenses: | |||
Selling, general and administrative expenses | 36,324 | 23,372 | 20,397 |
Amortization of intangibles | 9,582 | 8,709 | 7,634 |
Impairment of goodwill | 36,666 | 0 | 192 |
Total operating expenses | 82,572 | 32,081 | 28,223 |
Operating income (loss) | -23,403 | 2,562 | 5,817 |
Interest expense | -3,177 | -1,725 | -417 |
Other income, net | 7,058 | 7,074 | 1,067 |
Income (loss) from continuing operations before income taxes and equity method loss | -19,522 | 7,911 | 6,467 |
Benefit from income taxes | 1,323 | 9,342 | 15,712 |
Loss from equity method investees, net of tax | -6,070 | -862 | 0 |
Net income (loss) from continuing operations | -24,269 | 16,391 | 22,179 |
Income (loss) from discontinued operations, net of taxes | 506 | -5,540 | -1,935 |
Net income (loss) | -23,763 | 10,851 | 20,244 |
Net loss (income) attributable to non-controlling interests in consolidated entities | |||
Continuing operations | 235 | 156 | 22 |
Discontinued operations | -279 | 3,188 | 427 |
Net income (loss) attributable to Steel Excel Inc. | ($23,807) | $14,195 | $20,693 |
Basic income (loss) per share attributable to Steel Excel Inc.: | |||
Net income (loss) from continuing operations | ($2.06) | $1.31 | $1.83 |
Income (loss) from discontinued operations, net of taxes | $0.02 | ($0.19) | ($0.12) |
Net income (in dollars per share) | ($2.04) | $1.13 | $1.71 |
Diluted income (loss) per share attributable to Steel Excel Inc.: | |||
Net income (loss) from continuing operations | ($2.06) | $1.31 | $1.83 |
Income (loss) from discontinued operations, net of taxes | $0.02 | ($0.19) | ($0.12) |
Net income (in dollars per share) | ($2.04) | $1.13 | $1.71 |
Shares used in computing income (loss) per share: | |||
Basic (in Shares) | 11,678 | 12,584 | 12,110 |
Diluted (in Shares) | 11,678 | 12,602 | 12,133 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | ($23,763) | $10,851 | $20,244 |
Other comprehensive income (loss): | |||
Foreign currency translation adjustment | 20 | -63 | -100 |
Reclassification to realized gains | 0 | -361 | 0 |
Net foreign currency translation adjustment | 20 | -424 | -100 |
Marketable securities: | |||
Gross unrealized gains (losses) on marketable securities, net of tax | -20,043 | 7,636 | 506 |
Reclassification to realized gains, net of tax | -5,223 | -1,642 | -203 |
Net unrealized gain (loss) on marketable securities, net of taxes | -25,266 | 5,994 | 303 |
Comprehensive income (loss) | -49,009 | 16,421 | 20,447 |
Comprehensive loss (income) attributable to non-controlling interest | -44 | 3,344 | 449 |
Comprehensive income (loss) attributable to Steel Excel Inc. | -49,053 | 19,765 | 20,896 |
Tax provision on gross unrealized gains (losses) | 0 | -4,490 | -196 |
Tax benefit on reclassifications to realized gains (losses) | $0 | $966 | $79 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $51,910 | $73,602 |
Restricted cash | 21,311 | 0 |
Marketable securities | 138,457 | 178,485 |
Accounts receivable, net of allowance for doubtful accounts of $0 | 28,016 | 25,355 |
Prepaid expenses and other current assets | 4,228 | 5,870 |
Deferred income taxes | 1,696 | 0 |
Current assets of discontinued operations | 0 | 31 |
Total current assets | 245,618 | 283,343 |
Property and equipment, net | 107,187 | 105,890 |
Goodwill | 30,864 | 67,530 |
Intangible assets, net | 35,782 | 44,438 |
Other investments | 28,525 | 25,844 |
Investments in equity method investees ($24,355 at fair value in 2014) | 30,060 | 8,339 |
Deferred income taxes | 80 | 1,556 |
Other long-term assets | 1,238 | 1,754 |
Total assets | 479,354 | 538,694 |
Current liabilities: | ||
Accounts payable | 3,936 | 4,754 |
Accrued expenses and other liabilities | 8,916 | 7,763 |
Financial instrument obligations | 21,311 | 0 |
Current portion of long-term debt | 13,214 | 13,214 |
Current portion of capital lease obligations | 412 | 412 |
Convertible senior subordinated notes | 0 | 346 |
Deferred income taxes | 85 | 3,612 |
Current liabilities of discontinued operations | 450 | 987 |
Total current liabilities | 48,324 | 31,088 |
Capital lease obligations, net of current portion | 177 | 572 |
Long-term debt, net of current portion | 66,071 | 79,286 |
Deferred income taxes | 3,549 | 0 |
Other long-term liabilities | 3,715 | 3,813 |
Total liabilities | 121,836 | 114,759 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock ($0.001 par value, 40,000 shares authorized; 14,220 and 14,508 shares issued in 2014 and 2013, respectively; 11,406 and 12,005 shares outstanding in 2014 and 2013, respectively) | 14 | 14 |
Additional paid-in capital | 267,444 | 274,826 |
Accumulated other comprehensive income (loss) | -18,730 | 6,516 |
Retained earnings | 190,160 | 213,967 |
Treasury stock, at cost (2014 - 2,814 shares; 2013 - 2,503 shares) | -81,355 | -71,001 |
Total Steel Excel Inc. stockholders' equity | 357,533 | 424,322 |
Non-controlling interest | -15 | -387 |
Total stockholders' equity | 357,518 | 423,935 |
Total liabilities and stockholders' equity | $479,354 | $538,694 |
Condensed_Balance_Sheets_Paren
Condensed Balance Sheets (Parentheticals) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Per Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $0 | $0 |
Fair value of equity-method investment | $24,355 | |
Par value (in dollars per share) | $0.00 | $0.00 |
Shares authorized | 40,000 | 40,000 |
Shares issued | 14,220 | 14,508 |
Shares outstanding | 11,406 | 12,005 |
Treasury stock (in shares) | 2,814 | 2,503 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Non-Controlling Interest |
In Thousands, except Share data, unless otherwise specified | |||||||
Balance at Dec. 31, 2011 | $351,897 | $12 | ($38,841) | $210,476 | $743 | $179,079 | $428 |
Balance (in shares) at Dec. 31, 2011 | -12,239,000 | -1,347,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) attributable to Steel Excel Inc. | 20,693 | 20,693 | |||||
Net loss attributable to non-controlling interest | -449 | -449 | |||||
Non-controlling interest of acquired entities | 157 | 157 | |||||
Other comprehensive income | 203 | 203 | |||||
Net issuance of restricted shares (in shares) | 99,000 | ||||||
Stock-based compensation | 1,487 | 1,487 | |||||
Issuance of common stock for acquisition (in shares) | 2,027,000 | ||||||
Issuance of common stock for acquisition | 60,825 | 2 | 60,823 | ||||
Repurchases of common stock (in shares) | -111,000 | ||||||
Repurchases of common stock | -2,776 | -2,776 | |||||
Reversal of non-controlling interest upon disposition | -75 | -75 | |||||
Balance at Dec. 31, 2012 | 431,962 | 14 | -41,617 | 272,786 | 946 | 199,772 | 61 |
Balance (in shares) at Dec. 31, 2012 | -14,365,000 | -1,458,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) attributable to Steel Excel Inc. | 14,195 | 14,195 | |||||
Net loss attributable to non-controlling interest | -3,344 | -3,344 | |||||
Non-controlling interest of acquired entities | 2,896 | 2,896 | |||||
Other comprehensive income | 5,570 | 5,570 | |||||
Net issuance of restricted shares (in shares) | 143,000 | ||||||
Stock-based compensation | 2,040 | 2,040 | |||||
Repurchases of common stock (in shares) | -1,045,000 | ||||||
Repurchases of common stock | -29,384 | -29,384 | |||||
Balance at Dec. 31, 2013 | 423,935 | 14 | -71,001 | 274,826 | 6,516 | 213,967 | -387 |
Balance (in shares) at Dec. 31, 2013 | -14,508,000 | -2,503,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) attributable to Steel Excel Inc. | -23,807 | -23,807 | |||||
Net loss attributable to non-controlling interest | 44 | 44 | |||||
Other comprehensive income | -25,246 | -25,246 | |||||
Net issuance of restricted shares (in shares) | 9,000 | ||||||
Net issuance of restricted shares | -119 | 1 | -120 | ||||
Stock-based compensation | 2,807 | 2,807 | |||||
Repurchases of common stock (in shares) | -311,000 | ||||||
Repurchases of common stock | -10,354 | -10,354 | |||||
Reverse/forward stock split (in shares) | -297,000 | ||||||
Reverse/forward stock split | -10,070 | -1 | -10,069 | ||||
Contribution from non-controlling interest | 328 | 328 | |||||
Balance at Dec. 31, 2014 | $357,518 | $14 | ($81,355) | $267,444 | ($18,730) | $190,160 | ($15) |
Balance (in shares) at Dec. 31, 2014 | -14,220,000 | -2,814,000 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash Flows From Operating Activities: | |||
Net income (loss) | ($23,763) | $10,851 | $20,244 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Loss (income) from discontinued operations | -506 | 5,540 | 1,935 |
Stock-based compensation expense | 2,807 | 2,040 | 1,487 |
Depreciation and amortization | 24,156 | 19,185 | 15,303 |
Impairment of goodwill | 36,666 | 0 | 192 |
Adjustment of deferred income taxes | -198 | -1,536 | -15,105 |
Gain on sales of marketable securities | -3,765 | -2,608 | -282 |
Reversal of tax reserves | -45 | -7,236 | 0 |
Loss on equity-method investees | 6,070 | 862 | 0 |
Loss on financial instrument obligations | 1,820 | 0 | 0 |
Other | 1,684 | 935 | 2,244 |
Changes in operating assets and liabilities, net of effects of acquisitions: | |||
Accounts receivable | -2,488 | 2,653 | -5,469 |
Assets held for sale | 0 | 0 | 0 |
Prepaid expenses and other assets | 1,782 | -833 | -1,102 |
Accounts payable and other liabilities | -305 | -2,044 | -195 |
Net cash used in operating activities of discontinued operations | 0 | -2,116 | -847 |
Net cash provided by operating activities | 43,915 | 25,693 | 18,405 |
Cash Flows From Investing Activities: | |||
Purchases of businesses, net of cash acquired | -517 | -61,888 | -52,567 |
Purchases of property and equipment | -15,939 | -8,932 | -11,818 |
Proceeds from sale of property and equipment | 632 | 552 | 0 |
Other investments | -3,000 | -25,000 | 0 |
Investments in equity method investees | -144 | -9,202 | 0 |
Purchases of marketable securities | -111,648 | -189,268 | -523,443 |
Sales of marketable securities | 116,314 | 75,825 | 574,074 |
Maturities of marketable securities | 4,302 | 145,994 | 64,253 |
Proceeds from issuance of financial instrument obligations | 385 | 0 | 0 |
Repayments of financial instrument obligations | -381 | 0 | 0 |
Reclassification of restricted cash | -21,311 | 0 | 0 |
Net cash provided by investing activities of discontinued operations | 0 | 0 | 75 |
Net cash provided by (used in) investing activities | -31,307 | -71,919 | 50,574 |
Cash Flows From Financing Activities: | |||
Repurchases of common stock - treasury shares | -10,354 | -29,384 | -2,776 |
Repurchases of common stock - reverse/forward stock split | -10,070 | 0 | 0 |
Proceeds from issuance of long-term debt | 0 | 95,000 | 0 |
Payments for debt issuance costs | 0 | -1,368 | |
Repayments of long-term debt | -13,215 | -15,500 | -3,000 |
Other financing activities | -681 | -413 | -230 |
Net cash provided by (used in) financing activities | -34,320 | 48,335 | -6,006 |
Net increase (decrease) in cash and cash equivalents | -21,712 | 2,109 | 62,973 |
Effect of foreign currency translation on cash and cash equivalents | 20 | -63 | 96 |
Cash and cash equivalents at beginning of period | 73,602 | 71,556 | 8,487 |
Cash and cash equivalents at end of period | $51,910 | $73,602 | $71,556 |
Organization_and_Basis_of_Pres
Organization and Basis of Presentation | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation |
Steel Excel Inc. (“Steel Excel” or the “Company”) currently operates in two reporting segments - Energy and Sports. Through its wholly-owned subsidiary Steel Energy Services Ltd. ("Steel Energy Services"), the Company’s Energy business provides drilling and production services to the oil and gas industry. Through its wholly-owned subsidiary Steel Sports Inc., the Company’s Sports business provides event-based sports services and other health-related services. The Company also makes significant non-controlling investments in entities in industries related to its reporting segments as well as entities in other unrelated industries. The Company continues to identify business acquisition opportunities in both the Energy and Sports industries as well as in other unrelated industries. The Company began its Sports and Energy businesses in June 2011 and December 2011, respectively. Prior to that the Company provided enterprise-class external storage products and software to original equipment manufacturers (the "Predecessor Business"). Steel Partners Holdings L.P. (“Steel Partners”), an affiliate, beneficially owned approximately 58.0% of the Company’s outstanding common stock as of December 31, 2014. | |
The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States, and include the accounts of the Company and all of its subsidiaries. The Company consolidates entities in which it owns greater than 50% of the voting equity of an entity or otherwise is able to exert control. All intercompany accounts and transactions have been eliminated in the consolidated financial statements. | |
The Company shut down the operations of The Show, LLC (“The Show”), a provider of baseball uniforms to Little League and softball players and coaches, and Ruckus Sports LLC (“Ruckus”), a provider of obstacle course and mass-participation events, in July 2012 and November 2013, respectively. Both The Show and Ruckus were part of the Company’s Sports business. The consolidated financial statements reflect The Show, Ruckus, and any residual activity of the Predecessor Business as discontinued operations in all periods (see Note 4). | |
The Company's effected a 1-for-500 reverse stock split (the "Reverse Split") in June 2014, immediately followed by a 500-for-1 forward stock split (the "Forward Split", and together with the Reverse Split, the "Reverse/Forward Split"), of its common stock. The consolidated financial statements reflect the effects of the Reverse/Forward Split (see Note 21). | |
Certain other prior period amounts have been reclassified to conform to the 2014 presentation. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies |
Cash and Cash Equivalents: Cash and cash equivalents include all cash balances and highly liquid investments having original maturities of three months or less. | |
Marketable Securities: Marketable securities are classified as available-for-sale and consist of short-term deposits, corporate debt and equity instruments, and mutual funds. Marketable securities are reported at fair value, with unrealized gains and losses recognized in stockholders’ equity as “other comprehensive income (loss)”. Declines in fair value that are determined to be other than temporary are recognized as an impairment charge. Realized gains or losses on marketable securities are determined based on specific identification of the securities sold and are recognized as “other income (loss)” at the time of sale. The Company classifies its marketable securities as current assets based on the nature of the securities and their availability for use in current operations. | |
Allowance for Doubtful Accounts: The Company recognizes bad debt expense on trade receivables through an allowance account using estimates based on past experience, and writes off trade receivables against the allowance account when the Company believes it has exhausted all available means of collection. There was no allowance for doubtful accounts recognized as of December 31, 2014 and 2013. | |
Fair Value Measurements: The Company reports certain assets and liabilities at their fair value, which is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the | |
measurement date. Fair values of assets and liabilities are determined based on a three-level measurement input hierarchy. Level 1 inputs are quoted prices in active markets for identical assets or liabilities as of the measurement date. Level 2 inputs are other than quoted market prices that are observable, either directly or indirectly, for an asset or liability. Level 2 inputs can include quoted prices in active markets for similar assets or liabilities, quoted prices in a market that is not active for identical assets or liabilities, or other inputs that can be corroborated by observable market data. Level 3 inputs are unobservable for the asset or liability when there is little, if any, market activity for the asset or liability. Level 3 inputs are based on the best information available, and may include data developed by the Company. | |
Property and Equipment, Net: Property and equipment is stated at cost. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets, which generally range from four years for certain vehicles and equipment to thirty-nine years for buildings. Leasehold improvements and assets recorded under capital leases are amortized on a straight-line basis over the shorter of their estimated useful lives or the terms of the leases. | |
Long-Lived Assets: The Company evaluates the recoverability of its finite-lived intangible assets and its property and equipment by comparing their carrying values to the expected future undiscounted cash flows to be generated from such assets when events or circumstances indicate that an impairment may have occurred. If the carrying values of the long-lived assets exceed the sum of the undiscounted cash flows, an impairment charge is recognized in the amount by which the carrying values exceeds their fair values. | |
Goodwill: Goodwill is tested for impairment on an annual basis, or more frequently if an event occurs or circumstances change to indicate that an impairment may have occurred. The Company performs its annual impairment test in the fourth quarter of each year. The goodwill impairment test involves a two-step process. The first step compares the fair value of a reporting unit with its carrying amount, including goodwill. No potential impairment exists if the carrying value of the reporting unit is less than its fair value. If the carrying value of the reporting unit exceeds its fair value, then the second step is necessary to measure the impairment. The second step compares the implied fair value of the reporting unit goodwill with the carrying amount of that goodwill. Any excess of the reporting unit goodwill carrying value in excess of the implied fair value is recognized as an impairment. In 2014, the Company incurred a goodwill impairment charge of $36.7 million (see Note 8). | |
Other Investments: Investments that do not have a readily determinable market value and in which the Company does not have a controlling financial interest are accounted for as cost-method investments or, if they Company has the ability to exert significant influence, as equity-method investments. The carrying values of equity-method investments are adjusted for either the Company’s proportionate share of the investee’s earnings, which may be reported on a lag of up to three months, or the change in fair value of the investee. Both cost-method investments and equity-method investments are monitored for indications of impairment. | |
Financial Instrument Obligations: The Company recognizes a liability for short sale transactions on certain financial instruments in which the Company receives proceeds from the sale of such financial instruments and incurs obligations to deliver or purchase securities at a later date. Subsequent changes in the fair value of such obligations, determined based on the closing market price of the financial instruments, are recognized currently as gains or losses, with a comparable reclassification made between the amounts of the Company's unrestricted and restricted cash. | |
Contingent Liabilities: The Company recognizes a liability for certain contingencies, including those related to litigation or claims or to certain governmental laws and regulations, when it is probable that an asset has been impaired or a liability has been incurred, and the amount of the loss can be reasonably estimated. | |
Business Combinations: The Company allocates the fair value of the total consideration of its acquisitions to the tangible assets, liabilities, and identifiable intangible assets acquired based on their estimated fair values. The excess of the fair value of the total consideration over the fair values of these identifiable assets and liabilities is recognized as goodwill. Acquisition-related expenses are recognized separately from the business combination and are expensed as incurred as a component of “selling, general, and administrative expenses.” | |
Revenue Recognition: The Company recognizes revenue at the time the service is provided to the customer. Revenue is recognized in the Energy business when the services are rendered. Revenue is recognized in the Sports business when the service is rendered or the event occurs. Amounts received from customers in advance of the service or event are deferred until such time the service is rendered or the event occurs. | |
Stock-based Compensation: The Company recognizes compensation expense for stock options and restricted stock granted to employees and non-employee directors over the requisite service period based on the estimated fair value on the grant date. The fair value of restricted stock awards is the market price of the Company's common stock on the date of grant. The fair value of option awards is estimated using the Black-Scholes pricing model. | |
Advertising expenses: Advertising costs are expensed in the period in which the advertising appears in print or is broadcast. The Company's advertising expense for the years ended December 31, 2014, 2013, and 2012, was $0.2 million, $0.1 million, and $0.1 million, respectively. | |
Foreign Currency Translation: Although the Company no longer has current operations in foreign jurisdictions, it consolidates certain foreign-based entities associated with the Predecessor Business. Assets and liabilities of foreign entities are translated from the functional currency into United States dollars using the exchange rate in effect at the balance sheet date. Revenues and expenses of foreign operations are translated from the functional currency into United States dollars using the average exchange rate for the period. Adjustments resulting from the translation into United States dollars are recognized in stockholders’ equity as “other comprehensive income (loss)”. | |
Income Taxes: The Company uses the asset and liability method of accounting for income taxes. Deferred tax assets and liabilities are recognized for the expected tax consequences of temporary differences between the tax bases of assets and liabilities and their reported amounts. Valuation allowances are recorded to reduce deferred tax assets to the amount that will more likely than not be realized, with changes in valuation allowances recognized in the provision for income taxes. The Company accounts for uncertainty in income taxes using a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. The Company classifies the liability for unrecognized tax benefits as current to the extent that the Company anticipates payment within one year. Interest and penalties related to uncertain tax positions are recognized in the provision for income taxes. | |
Income (Loss) per Share: Basic net income (loss) per share of common stock is computed by dividing net income (loss) by the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per share gives effect to all potentially dilutive common shares outstanding during the period. | |
Concentration of Credit Risk: Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents, marketable securities, and trade receivables. The Company maintains its cash balances and marketable securities with high credit quality financial institutions. Deposits held with banks, including those held in foreign branches of global banks, may exceed the amount of insurance provided on such deposits. These deposits may be withdrawn upon demand and therefore bear minimal risk. The Company limits the amount of credit exposure through diversification and management regularly monitors the composition of its investment portfolio. | |
The Company provides credit to customers on an uncollateralized basis after evaluating client creditworthiness. The Company’s clients in its Energy business are concentrated in the oil and gas industry, and are concentrated in North Dakota and Montana in the Bakken basin. The Company’s five largest customers in the Energy business provided approximately 61.2% and 51.3% of consolidated revenues for the years ended December 31, 2014 and 2013, respectively. In addition, amounts due from these clients represented 65.5% and 42.3% of trade accounts receivable at December 31, 2014 and 2013, respectively. A significant reduction in business from a significant customer or their failure to pay outstanding trade accounts receivable could have a material adverse effect on the Company’s results of operations and financial condition. | |
Use of Estimates: The preparation of the Company’s consolidated financial statements in conformity with generally accepted accounting principles in the United States requires management to make estimates and assumptions. These estimates affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from these estimates. | |
Recently Issued Accounting Standards: In April 2014, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update (“ASU”) No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360), which changes the requirements for reporting discontinued operations. Pursuant to this pronouncement, the disposal of a component of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that will have a major effect on an entity’s operations and financial results. This pronouncement also requires additional disclosures for discontinued operations and requires disclosures about disposals of individually significant components of an entity that do not qualify for discontinued operations presentation in the financial statements. ASU No. 2014-08 is effective for annual reporting periods beginning after December 15, 2014, and for interim reporting period within those years. The Company does not expect the adoption of ASU No. 2014-08 to have a material effect on the consolidated financial statements. | |
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which establishes a core principle, achieved through a five-step process, that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU No. 2014-09 is effective for public companies for annual reporting periods beginning after December 15, 2016, and for interim reporting periods within those years. Upon adoption, ASU No. 2014-09 can be applied either retrospectively to each reporting period presented or retrospectively with the cumulative effect of initially applying the standard recognized at the date of initial application. Early application is not permitted. The Company is evaluating the potential impact on its consolidated financial statements of adopting ASU No. 2014-09 and has not yet determined the implementation method to be used. | |
In June 2014, the FASB issued ASU No. 2014-12, Compensation — Stock Compensation (Topic 718), to address diversity in accounting for share-based payment awards that require a specific performance target to be achieved in order for employees to become eligible to vest in the awards. ASU No. 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU No. 2014-12 is effective for annual reporting periods beginning after December 15, 2015, and for interim reporting period within those years, with earlier adoption permitted. The Company does not expect the adoption of ASU No. 2014-12 to have a material effect on its consolidated financial statements. | |
In January 2015, the FASB issued ASU No. 2015-01, Income Statement—Extraordinary and Unusual Items (Subtopic 225-20), as part of its initiative to reduce complexity in accounting standards. ASU No. 2015-01 eliminates from generally accepted accounting principles the concept of extraordinary items. ASU No. 2015-01 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015, with earlier adoption permitted. A reporting entity may apply the provisions of ASU No. 2015-01 prospectively or retrospectively to all prior periods presented in the financial statements. The Company does not expect the adoption of ASU No. 2015-01 to have a material effect on its consolidated financial statements. |
Acquisitions
Acquisitions | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Business Combinations [Abstract] | ||||||||
Acquisitions | Acquisitions | |||||||
Energy Business | ||||||||
On December 16, 2013, Black Hawk Energy Services Ltd. ("Black Hawk Ltd."), an indirect wholly-owned subsidiary of the Company, acquired the business and substantially all of the assets of Black Hawk Energy Services, Inc. (“Black Hawk Inc.”), a provider of drilling and production services to the oil and gas industry, for approximately $59.6 million in cash. The acquisition was funded with approximately $34.6 million from the Company's cash reserves and $25.0 million in proceeds from additional borrowings under an existing credit facility (see Note 9). The Company acquired the business of Black Hawk Inc. to further solidify its presence in North Dakota in the Bakken basin and to expand its business into other regions, including Texas and New Mexico. | ||||||||
The estimated fair value of the assets and liabilities acquired in connection with the Black Hawk transaction was as follows: | ||||||||
Amount | ||||||||
(in thousands) | ||||||||
Accounts receivable | $ | 10,114 | ||||||
Prepaid expenses and other current assets | 319 | |||||||
Property and equipment | 30,088 | |||||||
Intangible assets | 12,210 | |||||||
Accounts payable | (1,584 | ) | ||||||
Accrued expenses | (2,160 | ) | ||||||
Total net identifiable assets | 48,987 | |||||||
Goodwill | 10,576 | |||||||
Net assets acquired | $ | 59,563 | ||||||
The goodwill recognized, which is fully deductible for tax purposes, arose from the growth potential the Company anticipates along with expected synergies within the Company’s Energy business. The intangible assets acquired represented customer relationships, a trade name, and a non-compete arrangement, all of which are being amortized over a five-year period. The fair value of trade accounts receivable was based on their carrying value at the date of acquisition and was expected to be fully collected. The results of operations of Black Hawk Ltd. have been included in the Company's results of operations since the acquisition date. Revenues and operating income from Black Hawk Ltd. included in the Company’s consolidated financial statements for the year ended December 31, 2013, totaled $2.5 million and $0.8 million respectively. | ||||||||
On February 9, 2012, the Company acquired the business and assets of Eagle Well Services, Inc. (“Eagle Well”), a provider of drilling and production services to the oil and gas industry, for approximately $48.1 million in cash. The Company acquired Eagle Well to expand its then nascent Energy business. | ||||||||
The estimated fair value of the assets and liabilities acquired in connection with the Eagle Well transaction was as follows: | ||||||||
Amount | ||||||||
(in thousands) | ||||||||
Property and equipment | $ | 23,842 | ||||||
Identifiable intangible assets | 14,300 | |||||||
Accrued expenses | (137 | ) | ||||||
Total net identifiable assets | 38,005 | |||||||
Goodwill | 10,126 | |||||||
Net assets acquired | $ | 48,131 | ||||||
The goodwill recognized, which is fully deductible for tax purposes, arose from the growth potential the Company anticipated along with expected synergies within the Company’s Energy business. The intangible assets acquired represented customer relationships, which are being amortized over a ten-year period. The results of operations of Eagle Well have been included in the Company's results of operations since the acquisition date. | ||||||||
On May 31, 2012, the Company acquired all of the outstanding equity of Sun Well Service, Inc. (“Sun Well”), a provider of drilling and production services to the oil and gas industry. The total consideration aggregated $68.7 million, and consisted of 2,027,500 shares of the Company’s common stock valued at $60.8 million and $7.9 million of cash. The Company acquired Sun Well to further expand its Energy business. Steel Partners beneficially owned approximately 85% of Sun Well and approximately 40% of the Company at the time of the acquisition. Both the Company and Steel Partners appointed a special committee of independent directors to consider and negotiate the transaction because of the ownership interest held by Steel Partners in each entity (see Note 19 for related party information). | ||||||||
The estimated fair value of the assets and liabilities acquired in connection with the acquisition of Sun Well was as follows: | ||||||||
Amount | ||||||||
(in thousands) | ||||||||
Cash | $ | 3,561 | ||||||
Accounts receivable | 7,233 | |||||||
Prepaid expenses and other current assets | 782 | |||||||
Property and equipment | 29,787 | |||||||
Identifiable intangible assets | 27,300 | |||||||
Other long-term assets | 714 | |||||||
Accounts payable | (1,036 | ) | ||||||
Accrued expenses and other current liabilities | (2,030 | ) | ||||||
Other long-term liabilities | (1,805 | ) | ||||||
Long-term debt | (16,000 | ) | ||||||
Capital lease obligations | (1,622 | ) | ||||||
Deferred tax liabilities | (16,539 | ) | ||||||
Total net identifiable assets | 30,345 | |||||||
Goodwill | 38,401 | |||||||
Net assets acquired | $ | 68,746 | ||||||
The goodwill recognized was adjusted in 2013 to reflect additional acquisition-date deferred income tax liabilities and non-current deferred compensation obligations aggregating $1.8 million. The goodwill recognized, which is not deductible for tax purposes, arose from the growth potential the Company anticipates along with expected synergies within the Company’s Energy business. The intangible assets acquired represented customer relationships and a trade name, which are being amortized over ten-year and five-year periods, respectively. The fair value of trade accounts receivable was based on their carrying value at the date of acquisition and was expected to be fully collected. | ||||||||
Upon the acquisition of Sun Well, the business of Eagle Well was merged with the business of Sun Well and operated as a single business. The results of operations of Eagle Well and Sun Well have been included in the Company's results of operations since their respective acquisition dates. Revenues and operating income from the combined business of Eagle Well and Sun Well included in the Company’s consolidated financial statements for the year ended December 31, 2012, totaled $70.4 million and $14.6 million, respectively. In the fourth quarter of 2014, the Company recognized a goodwill impairment charge of $30.4 million related to the goodwill from the Sun Well and Eagle Well transactions (see Note 8). | ||||||||
On December 7, 2011, the Company acquired the business and assets of Rogue Pressure Services, LLC (“Rogue”), a provider of drilling and production services to the oil and gas industry. Contingent consideration was recognized at the acquisition date of Rogue and was payable upon attaining certain operational performance levels in the ensuing three years. In 2012, the Company reversed $0.7 million of the contingent consideration liability based on the failure to achieve the operational performance levels in 2012 and projections of future years' performance. In 2013, the Company reversed the remaining $0.5 million of the contingent consideration liability based on the projections for 2013 and 2014. Such amounts were recognized as a reduction of "Selling, general, and administrative expenses" in the respective periods. | ||||||||
Sports Business | ||||||||
On June 19, 2013, the Company acquired 80% of the outstanding common stock of UK Elite Soccer, Inc. ("UK Elite"), a provider of youth soccer programs and camps, for approximately $2.3 million in cash. The fair value of the non-controlling interest at the acquisition date was based on the amount paid by the Company for 80% of the common stock. The Company acquired UK Elite to expand its Sports business to include soccer events. | ||||||||
The estimated fair value of the assets and liabilities acquired in connection with the acquisition of UK Elite was as follows: | ||||||||
Amount | ||||||||
(in thousands) | ||||||||
Cash | $ | 1,126 | ||||||
Marketable securities | 194 | |||||||
Accounts receivable | 637 | |||||||
Prepaid expenses and other current assets | 759 | |||||||
Identifiable intangible assets | 1,050 | |||||||
Other assets | 53 | |||||||
Accrued liabilities and other current liabilities | (2,577 | ) | ||||||
Deferred income taxes | (447 | ) | ||||||
Total identifiable net assets | 795 | |||||||
Non-controlling interest | (563 | ) | ||||||
Goodwill | 2,018 | |||||||
Net assets acquired | $ | 2,250 | ||||||
The goodwill recognized, which is not deductible for tax purposes, arose from the growth potential the Company anticipated. The intangible assets acquired represented customer relationships and a trade name, which are being amortized over four-year and five-year periods, respectively. The results of operations of UK Elite have been included in the Company's results of operations since the acquisition date. Revenues and operating income from UK Elite included in the Company’s consolidated financial statements for the year ended December 31, 2013, totaled $6.2 million and $0.6 million, respectively. | ||||||||
In 2014, UK Elite acquired the business and assets of three independent providers of soccer clinics and camps for a total purchase price of $1.0 million, or approximately $0.5 million net of cash acquired. In connection with these acquisitions, the Company recognized approximately $0.2 million in current assets, primarily trade receivables, approximately $0.6 million in current liabilities, primarily deferred revenue, and approximately $0.9 million in intangible assets representing customer relationships that are being amortized over a five-year period. | ||||||||
On November 5, 2012, the Company acquired a 50% interest in two Crossfit® facilities in California that provide strength and conditioning services. Through the provisions of the operating agreements the Company has the ability to control the operations of the Crossfit® entities. Accordingly, the Company accounted for its investments as business combinations and consolidates both entities. The Company acquired its interests in the Crossfit® entities for approximately $0.1 million in cash and a commitment to loan one of the Crossfit® entities up to $1.1 million to fund the construction of the facility and the purchase of equipment. In 2014, the Company increased its ownership interest in one of the Crossfit® entities to approximately 86% through the contribution of loans and other advances. | ||||||||
In connection with the acquisition of its interests in the Crossfit® entities, the Company recognized approximately $0.2 million of goodwill and a non-controlling interest of approximately $0.1 million. The Crossfit® entities had tangible net assets at the date of acquisition that were not material. The results of operations of the Crossfit® entities have been included in the Company's results of operations since the acquisition date. Revenues and operating income from the Crossfit® entities included in the Company’s consolidated financial statements for the year ended December 31, 2012, were not material. | ||||||||
On January 31, 2013, the Company acquired a 20% membership interest in Ruckus with an option to acquire an additional 40% membership interest in the next two years. Pursuant to an operating agreement, the Company appointed two directors on a three-member board of directors and therefore had the ability to control the operations of Ruckus. Accordingly, the Company accounted for its acquisition of its 20% membership interest as a business combination and consolidated Ruckus. The total consideration aggregated $1.0 million, and consisted of $0.9 million of cash and the contribution of a loan of $0.1 million. The fair value of the non-controlling interest at the acquisition date was based on the amount paid by the Company for its 20% membership interest and a control premium equal to 50% of the total consideration based on a study of business combinations. The Company acquired its membership interests in Ruckus to expand the health-related and entertainment services of its Sports business. In May 2013 and July 2013 the Company acquired additional membership interests in Ruckus of 10% and 15%, respectively, for cash payments aggregating $1.3 million, thereby increasing the Company's ownership interest to 45%. Such additional investments were recorded as equity transactions since Ruckus was a consolidated at the time of the investments. | ||||||||
In connection with the acquisition of its membership interests in Ruckus, the Company recognized approximately $3.6 million of goodwill and a non-controlling interest of approximately $2.3 million. Ruckus had tangible net liabilities at the date of acquisition that were not material. | ||||||||
In November 2013, the Company shut down the operations of Ruckus after it did not meet operational and financial expectations. The Company recognized a goodwill impairment charge of $3.6 million in connection with the shutdown of the business. Ruckus is reported as a discontinued operation in the Company’s consolidated financial statements and no amounts are included in revenues or income from continuing operations. | ||||||||
On August 15, 2011, the Company acquired a 75% membership interest in The Show, a provider of baseball uniforms to Little League and softball players and coaches, for approximately $1.5 million in cash. In July 2012, the Company shut down the operations of The Show after it did not meet operational and financial expectations. The Company recognized a goodwill impairment charge of $1.8 million in connection with the shutdown of The Show. The Show is reported as a discontinued operation in the Company’s consolidated financial statements and no amounts are included in revenues or income from continuing operations. | ||||||||
The following unaudited pro forma financial information combines the results of operations of the Company with the results of operations of the acquisitions consummated during the year ended December 31, 2013, as if those acquisitions had occurred at the beginning of the year prior to the date of acquisition. No pro forma financial information is provided for the year ended December 31, 2014, for the businesses acquired by UK Elite in 2014 since their results of operations are not material. The pro forma financial information for the year ended December 31, 2013, does not include the results of Ruckus, which is reported as a discontinued operation in the Company's consolidated financial statements. The pro forma financial information is not necessarily indicative of what would have actually occurred had the acquisitions been consummated at the beginning of the year prior to the date of acquisition or results that may occur in the future. | ||||||||
Year Ended December 31, | ||||||||
2013 | 2012 | |||||||
(in thousands) | ||||||||
Net revenues | $ | 182,591 | $ | 164,652 | ||||
Net income from continuing operations | $ | 27,963 | $ | 32,386 | ||||
Net income | $ | 22,423 | $ | 31,399 | ||||
Net income attributable to Steel Excel Inc. | $ | 25,767 | $ | 30,900 | ||||
Discontinued_Operations
Discontinued Operations | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ||||||||||||
Discontinued Operations | Discontinued Operations | |||||||||||
The Company shut down the operations of Ruckus and The Show in November 2013 and July 2012, respectively, after they did not meet operational and financial expectations. Both The Show and Ruckus were part of the Company’s Sports business. The operations of Ruckus and The Show are reported as discontinued operations for all periods presented in the consolidated financial statements. The results of operations of Ruckus and The Show and the gain (loss) on the sale or disposal are presented as discontinued operations in the accompanying consolidated financial statements follows: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Revenues | $ | — | $ | 1,260 | $ | 451 | ||||||
Income (loss) from operations of discontinued operations | $ | 506 | $ | (5,540 | ) | $ | (1,935 | ) | ||||
Gain on disposal of discontinued operations | — | — | — | |||||||||
Income (loss) from discontinued operations | $ | 506 | $ | (5,540 | ) | $ | (1,935 | ) | ||||
Income from operations for the year ended December 31, 2014, consists entirely of income from operations of Ruckus and represents an adjustment to its outstanding obligations. The loss from operations for the year ended December 31, 2013, consists entirely of the loss from operations of Ruckus, and includes a goodwill impairment charge of $3.6 million. The loss from operations for the year ended December 31, 2012, consists entirely of the loss from operations of The Show, and includes a goodwill impairment charge of $1.8 million. There was no tax effect on any of the activity of discontinued operations for the years ended December 31, 2014, 2013, and 2012. |
Investments
Investments | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ||||||||||||||||||||||||
Investments | Investments | |||||||||||||||||||||||
Marketable Securities | ||||||||||||||||||||||||
All of the Company's marketable securities at December 31, 2014 and 2013, were classified as "available-for-sale" securities, with changes in fair value recognized in stockholders' equity as "other comprehensive income (loss)". Marketable securities at December 31, 2014, consisted of the following: | ||||||||||||||||||||||||
Cost | Gross | Gross | Estimated | |||||||||||||||||||||
Unrealized | Unrealized | Fair | ||||||||||||||||||||||
Gains | Losses | Value | ||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Short-term deposits | $ | 42,681 | $ | — | $ | — | $ | 42,681 | ||||||||||||||||
Mutual funds | 17,030 | 4,262 | (322 | ) | 20,970 | |||||||||||||||||||
Corporate securities | 103,761 | 7,821 | (23,732 | ) | 87,850 | |||||||||||||||||||
Corporate obligations | 32,486 | 592 | (3,441 | ) | 29,637 | |||||||||||||||||||
Total available-for-sale securities | 195,958 | 12,675 | (27,495 | ) | 181,138 | |||||||||||||||||||
Amounts classified as cash equivalents | (42,681 | ) | — | — | (42,681 | ) | ||||||||||||||||||
Amounts classified as marketable securities | $ | 153,277 | $ | 12,675 | $ | (27,495 | ) | $ | 138,457 | |||||||||||||||
Marketable securities at December 31, 2013, consisted of the following: | ||||||||||||||||||||||||
Cost | Gross | Gross | Estimated | |||||||||||||||||||||
Unrealized | Unrealized | Fair | ||||||||||||||||||||||
Gains | Losses | Value | ||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Short-term deposits | $ | 60,909 | $ | — | $ | — | $ | 60,909 | ||||||||||||||||
Mutual funds | 15,722 | 5,061 | — | 20,783 | ||||||||||||||||||||
United States government securities | 50,356 | 23 | — | 50,379 | ||||||||||||||||||||
Corporate securities | 69,806 | 9,961 | (5,208 | ) | 74,559 | |||||||||||||||||||
Corporate obligations | 31,356 | 885 | (276 | ) | 31,965 | |||||||||||||||||||
Commercial paper | 1,799 | — | — | 1,799 | ||||||||||||||||||||
Total available-for-sale securities | 229,948 | 15,930 | (5,484 | ) | 240,394 | |||||||||||||||||||
Amounts classified as cash equivalents | (61,909 | ) | — | — | (61,909 | ) | ||||||||||||||||||
Amounts classified as marketable securities | $ | 168,039 | $ | 15,930 | $ | (5,484 | ) | $ | 178,485 | |||||||||||||||
Proceeds from sales of marketable securities were $116.3 million, $75.8 million, and $574.1 million for the years ended December 31, 2014, 2013, and 2012, respectively. The company determines gains and losses from sales of marketable securities based on specific identification of the securities sold. Gross realized gains and losses from sales of marketable securities, all of which are reported as a component of "Other income (expense), net" in the consolidated statements of operations, were as follows: | ||||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Gross realized gains | $ | 8,065 | $ | 6,984 | $ | 628 | ||||||||||||||||||
Gross realized losses | (4,300 | ) | (4,376 | ) | (346 | ) | ||||||||||||||||||
Realized gains, net | $ | 3,765 | $ | 2,608 | $ | 282 | ||||||||||||||||||
The fair value of the Company’s marketable securities with unrealized losses at December 31, 2014, all of which had unrealized losses for periods of less than twelve months, were as follows: | ||||||||||||||||||||||||
Fair | Gross | |||||||||||||||||||||||
Value | Unrealized | |||||||||||||||||||||||
Losses | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Corporate securities | $ | 39,869 | $ | (23,732 | ) | |||||||||||||||||||
Corporate obligations | 13,530 | (3,441 | ) | |||||||||||||||||||||
Mutual funds | $ | 4,873 | $ | (322 | ) | |||||||||||||||||||
Total | $ | 58,272 | $ | (27,495 | ) | |||||||||||||||||||
The fair value of the Company’s marketable securities with unrealized losses at December 31, 2013, and the duration of time that such losses had been unrealized, were as follows: | ||||||||||||||||||||||||
Less than 12 Months | 12 Months or Greater | Total | ||||||||||||||||||||||
Fair | Gross | Fair | Gross | Fair | Gross | |||||||||||||||||||
Value | Unrealized | Value | Unrealized | Value | Unrealized | |||||||||||||||||||
Losses | Losses | Losses | ||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Corporate securities | $ | 15,609 | $ | (4,757 | ) | $ | 803 | $ | (451 | ) | $ | 16,412 | $ | (5,208 | ) | |||||||||
Corporate obligations | 10,477 | (276 | ) | — | — | 10,477 | (276 | ) | ||||||||||||||||
Total | $ | 26,086 | $ | (5,033 | ) | $ | 803 | $ | (451 | ) | $ | 26,889 | $ | (5,484 | ) | |||||||||
Gross unrealized losses primarily related to losses on corporate securities. The Company has evaluated such securities, which primarily consist of investments in equity securities of publicly-traded entities, as of December 31, 2014, and has determined that there was no indication of other-than-temporary impairments. This determination was based on several factors, including the length of time and extent to which fair value has been less than the cost basis, the financial condition and near-term prospects of the entity, and the Company's intent and ability to hold the corporate securities for a period of time sufficient to allow for any anticipated recovery in market value. | ||||||||||||||||||||||||
The amortized cost and estimated fair value of available-for-sale debt securities and marketable securities with no contractual maturities at December 31, 2014, by contractual maturity, were as follows: | ||||||||||||||||||||||||
Cost | Estimated | |||||||||||||||||||||||
Fair Value | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Debt securities: | ||||||||||||||||||||||||
Mature in one year or less | $ | 212 | $ | 186 | ||||||||||||||||||||
Mature after one year through three years | — | — | ||||||||||||||||||||||
Mature in more than three years | 32,274 | 29,451 | ||||||||||||||||||||||
Total debt securities | 32,486 | 29,637 | ||||||||||||||||||||||
Securities with no contractual maturities | 163,472 | 151,501 | ||||||||||||||||||||||
Total | $ | 195,958 | $ | 181,138 | ||||||||||||||||||||
Financial Instrument Obligations | ||||||||||||||||||||||||
In 2014, the Company entered into short sale transactions on certain financial instruments in which the Company received proceeds from the sale of such financial instruments and incurred obligations to deliver or purchase securities at a later date. Upon initially entering into such short sale transactions the Company recognizes a liability equal to the fair value of the obligation, with a comparable amount of the Company's cash and cash equivalents reclassified as restricted cash. Subsequent changes in the fair value of such obligations, determined based on the closing market price of the financial instruments, are recognized currently as gains or losses, with a comparable reclassification made between the amounts of the Company's unrestricted and restricted cash. The Company's obligations for such transactions are reported as "Financial instrument obligations" with a comparable amount reported as "Restricted cash" in the Company's consolidated balance sheet. As of December 31, 2014, the Company's financial instrument obligations consisted of the following: | ||||||||||||||||||||||||
Initial Obligation | Estimated | |||||||||||||||||||||||
Fair Value | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Corporate securities | $ | 666 | $ | 621 | ||||||||||||||||||||
Market indices | 18,685 | 20,451 | ||||||||||||||||||||||
Covered call options | 7 | 4 | ||||||||||||||||||||||
Naked put options | 109 | 235 | ||||||||||||||||||||||
Total | $ | 19,467 | $ | 21,311 | ||||||||||||||||||||
For the year ended December 31, 2014, the Company incurred losses on outstanding financial instrument obligations and settled transactions totaling $1.8 million, which are included as a component of "Other income (expense), net" in the Company's consolidated statements of operations. | ||||||||||||||||||||||||
Equity-Method Investments | ||||||||||||||||||||||||
In January 2013, the Company acquired a 40% membership interest in Again Faster LLC, a fitness equipment company, for total cash consideration of $4.0 million. The Company accounts for its investment in Again Faster under the equity method as the Company owns more than 20%, providing the Company with significant influence, but does not have a controlling financial interest or other control over the operations of Again Faster. The Company accounts for its investment in Again Faster using the traditional method of accounting for equity-method investments, with the Company recognizing its equity in the losses of Again Faster on a one-quarter lag basis. | ||||||||||||||||||||||||
On August 23, 2013, the Company acquired 1,316,866 shares of the common stock of iGo, Inc. (“iGo”), in a cash tender offer for total consideration of $5.2 million. The shares of common stock of iGo acquired by the Company represented approximately 44.7% of the issued and outstanding shares of iGo. In 2014, the Company's ownership interest in iGo increased to 46.9% as a result of iGo repurchasing shares of its common stock in connection with a reverse/forward split. Pursuant to the Stock Purchase and Sale Agreement between the Company and iGo entered into on July 11, 2013, two members of iGo’s four-member board of directors were replaced by two designees of the Company. The Company accounts for its investment in iGo under the equity method as the Company’s voting interest and board representation provide it with significant influence, but do not provide the Company with control over iGo’s operations. The Company accounts for its investment in iGo using the traditional method of accounting for equity-method investments, with the Company recognizing its equity in the losses of iGo on a one-quarter lag basis. | ||||||||||||||||||||||||
In May 2014, the Company increased its holdings of the common stock of API Technologies Corp. (“API”), a designer and manufacturer of high performance systems, subsystems, modules, and components, to 11,377,192 shares through the acquisition of 1,666,666 shares on the open market. Upon acquiring such shares, the Company held approximately 20.6% of the total outstanding common stock of API. Effective as of that date, the investment in API has been accounted for as an equity-method investment using the fair value option, with changes in fair value based on the market price of API's common stock recognized currently as income or loss from equity method investees. The Company elected the fair value option to account for its investment in API in order to more appropriately reflect the value of API in its financial statements. Prior to such time, the investment in API was accounted for as an available-for-sale security, and upon the change in classification the Company recognized a loss of approximately $0.6 million that had previously been included as a component of "accumulated other comprehensive income". | ||||||||||||||||||||||||
The following table summarizes the Company's equity-method investments. | ||||||||||||||||||||||||
Ownership | Carrying Value | Income (Loss) Recognized | ||||||||||||||||||||||
December 31, | December 31, | Fiscal Year Ended December 31, | ||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Traditional equity method | ||||||||||||||||||||||||
Again Faster | 40 | % | 40 | % | 3,105 | 3,671 | (566 | ) | (329 | ) | ||||||||||||||
iGo | 46.9 | % | 44.7 | % | 2,600 | 4,668 | (2,068 | ) | (533 | ) | ||||||||||||||
Fair value option | ||||||||||||||||||||||||
API | 20.6 | % | 24,355 | — | (3,436 | ) | — | |||||||||||||||||
Total | $ | 30,060 | $ | 8,339 | $ | (6,070 | ) | $ | (862 | ) | ||||||||||||||
Based on the closing market price of iGo's publicly-traded shares, the value of the Company's investment in iGo was approximately $3.4 million at December 31, 2014. | ||||||||||||||||||||||||
The following table presents summarized financial statement information for the Company's equity-method investees as of and for the year ended December 31, 2014. The summarized balance sheet information is as of the most recent practicable date for equity-method investments accounted for using the fair value option and as of the date through which Company has recognized its equity in the income of the investee for equity-method investments accounted for using the traditional method. The summarized balance sheet and income statement information is included for the periods during which such investments were accounted for as equity-method investments. | ||||||||||||||||||||||||
Amount | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Current assets | $ | 115,532 | ||||||||||||||||||||||
Non-current assets | $ | 179,161 | ||||||||||||||||||||||
Current liabilities | $ | 42,200 | ||||||||||||||||||||||
Non-current liabilities | $ | 132,681 | ||||||||||||||||||||||
Revenues | $ | 131,290 | ||||||||||||||||||||||
Gross profit | $ | 29,841 | ||||||||||||||||||||||
Net loss | $ | (8,046 | ) | |||||||||||||||||||||
In January 2015, two members of the Company's board of directors were appointed to the board of directors of Aviat Networks, Inc. ("Aviat"), a global provider of microwave networking solutions. At the time of the appointment, the Company held 8,041,892 shares of Aviat, or approximately 12.9% of the total outstanding common stock of Aviat. Effective as of the date of the appointment, the Company will account for its investment in Aviat under the equity method as the Company’s voting interest and board representation will provide it with significant influence over Aviat's operations. As of December 31, 2014, the Company's investment in Aviat was accounted for as an available-for-sale security. Upon the change in classification of its investment in Aviat in January 2015 the Company expects to recognize a loss of approximately $2.8 million. | ||||||||||||||||||||||||
Other Investments | ||||||||||||||||||||||||
The Company's other investments at December 31, 2014, include a $25.0 million cost-method investment in a limited partnership that co-invested with other private investment funds in a public company. The investment in the limited partnership had an approximate fair value of $28.6 million at December 31, 2014, based on the net asset value indicated in the monthly statement received from the partnership. The Company's other investments at December 31, 2014, also include investments in a venture capital fund totaling $0.5 million and a promissory note with an amortized cost of $3.0 million, which approximates fair value at December 31, 2014. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value Measurements | Fair Value Measurements | |||||||||||||||
Fair values of assets and liabilities are determined based on a three-level measurement input hierarchy. | ||||||||||||||||
Level 1 inputs are quoted prices in active markets for identical assets or liabilities as of the measurement date. | ||||||||||||||||
Level 2 inputs are other than quoted market prices that are observable, either directly or indirectly, for an asset or liability. Level 2 inputs can include quoted prices in active markets for similar assets or liabilities, quoted prices in a market that is not active for identical assets or liabilities, or other inputs that can be corroborated by observable market data. The Company uses quoted prices of similar instruments with an active market to determine the fair value of its Level 2 investments. | ||||||||||||||||
Level 3 inputs are unobservable for the asset or liability when there is little, if any, market activity for the asset or liability. Level 3 inputs are based on the best information available, and may include data developed by the Company. The Company uses the net asset value included in quarterly statements it receives in arrears from a venture capital fund to determine the fair value of such fund. The Company determines the fair vale of certain corporate securities and corporate obligations by incorporating and reviewing prices provided by third-party pricing services based on the specific features of the underlying securities. | ||||||||||||||||
Assets measured at fair value on a recurring basis at December 31, 2014, summarized by measurement input category, were as follows: | ||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | |||||||||||||
(in thousands) | ||||||||||||||||
Assets | ||||||||||||||||
Cash, including short-term deposits(1) | $ | 51,910 | $ | 51,910 | $ | — | $ | — | ||||||||
Restricted cash | ||||||||||||||||
Mutual funds(2) | 20,970 | 20,970 | — | — | ||||||||||||
Corporate securities(2) | 87,850 | 72,798 | — | 15,052 | ||||||||||||
Corporate obligations(2) | 29,637 | — | 10,793 | 18,844 | ||||||||||||
Investments in certain funds(3) | 525 | — | — | 525 | ||||||||||||
$ | 190,892 | $ | 145,678 | $ | 10,793 | $ | 34,421 | |||||||||
Liabilities | ||||||||||||||||
Financial instrument obligations | $ | (21,311 | ) | $ | (21,311 | ) | $ | — | $ | — | ||||||
-1 | Reported within "Cash and cash equivalents." | |||||||||||||||
-2 | Reported within “Marketable securities.” | |||||||||||||||
-3 | Reported within "Other investments." | |||||||||||||||
Assets and liabilities measured at fair value on a recurring basis at December 31, 2013, summarized by measurement input category, were as follows: | ||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | |||||||||||||
(in thousands) | ||||||||||||||||
Assets | ||||||||||||||||
Cash, including short-term deposits(1) | $ | 72,602 | $ | 72,602 | $ | — | $ | — | ||||||||
Mutual funds(2) | 20,783 | 20,783 | — | — | ||||||||||||
United States government securities(2) | 50,379 | 50,379 | — | — | ||||||||||||
Corporate securities(2) | 74,559 | 68,624 | — | 5,935 | ||||||||||||
Commercial paper(3) | 1,799 | — | 1,799 | — | ||||||||||||
Corporate obligations(2) | 31,965 | — | 14,535 | 17,430 | ||||||||||||
Investments in certain funds(4) | 844 | — | — | 844 | ||||||||||||
$ | 252,931 | $ | 212,388 | $ | 16,334 | $ | 24,209 | |||||||||
-1 | Reported within "Cash and cash equivalents." | |||||||||||||||
-2 | Reported within “Marketable securities.” | |||||||||||||||
-3 | $1.0 million reported within "Cash and cash equivalents" and $0.8 million reported within "Marketable securities." | |||||||||||||||
-4 | Reported within "Other investments". | |||||||||||||||
There were no transfers of securities among the various measurement input levels during the year ended December 31, 2014. | ||||||||||||||||
Changes in the fair value of assets valued using Level 3 measurement inputs during the years ended December 31, 2014 and 2013, were as follows: | ||||||||||||||||
Year Ended December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
(in thousands) | ||||||||||||||||
Balance, beginning of period | $ | 24,209 | $ | 2,804 | ||||||||||||
Purchases | 13,294 | 45,383 | ||||||||||||||
Sales | (5,001 | ) | (23,034 | ) | ||||||||||||
Realized gain on sale | (129 | ) | 1,556 | |||||||||||||
Change in fair value | 2,048 | (2,500 | ) | |||||||||||||
Balance, end of period | $ | 34,421 | $ | 24,209 | ||||||||||||
Realized gains and losses on the sale of investments using Level 3 measurement inputs are recognized as a component of "Other income (expense), net". Unrealized gains and losses on investments using Level 3 measurement inputs are recognized as a component of "Other comprehensive income". | ||||||||||||||||
In November 2012, the Company invested $6.0 million in convertible debentures of School Specialty Inc. (“School Specialty”) with a face amount of $11.9 million. On January 28, 2013, School Specialty filed for protection under Chapter 11 of the United States Bankruptcy Code, and in subsequent months the Company invested approximately $21.3 million as part of the debtor-in-possession loan to School Specialty. Upon School Specialty emerging from bankruptcy on June 11, 2013, the Company received 26,457 shares of common stock of the post-bankruptcy entity in exchange for the convertible debentures, and received $17.5 million in cash and 49,136 shares of common stock of the post-bankruptcy entity in exchange for its investment in the debtor-in-possession loan. The fair value of the common stock of the post-bankruptcy entity received was $109 per share. In connection with these transactions, the Company recognized a loss on disposal of the subordinated debentures of approximately $3.2 million and a gain on disposal of the investment in the debtor-in-possession loan of approximately $1.6 million, both of which are included as a component of “Other income (expense), net” in the consolidated statements of operations for the year ended December 31, 2013. In addition, the Company invested $9.8 million in senior secured notes of the post-bankruptcy entity in June 2013. The Company's investments in the common stock and senior secured notes of the post-bankruptcy entity are included as Level 3 corporate securities and Level 3 corporate obligations, respectively, as of December 31, 2014 and 2013. | ||||||||||||||||
The carrying value of the Company's long-term debt (see Note Note 9) is a reasonable approximation of its fair value since it is a variable-rate obligation. The Company’s 3/4% Convertible Senior Notes due December 22, 2023, had a carrying value of approximately $0.3 million as of December 31, 2013, which was a reasonable approximation of fair value. The Company redeemed all outstanding Convertible Senior Notes in January 2014 with a cash payment of $0.3 million. |
Property_and_Equipment_Net
Property and Equipment, Net | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property and Equipment, Net | Property and Equipment, Net | |||||||
Property and equipment at December 31, 2014 and 2013, consisted of the following: | ||||||||
December 31, 2014 | December 31, 2013 | |||||||
(in thousands) | ||||||||
Rigs and other equipment | $ | 115,391 | $ | 100,859 | ||||
Buildings and improvements | 18,977 | 17,923 | ||||||
Land | 1,893 | 1,893 | ||||||
Vehicles | 2,197 | 1,869 | ||||||
Furniture and fixtures | 673 | 494 | ||||||
Assets in progress | 644 | 1,114 | ||||||
139,775 | 124,152 | |||||||
Accumulated depreciation | (32,588 | ) | (18,262 | ) | ||||
Property and equipment, net | $ | 107,187 | $ | 105,890 | ||||
Depreciation expense was $14.6 million, $10.5 million, and $7.8 million for the years ended December 31, 2014, 2013, and 2012, respectively, and includes the depreciation associated with assets under capital leases (see Note 10). |
Goodwill_and_Other_Intangible_
Goodwill and Other Intangible Assets | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||||||
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets | |||||||||||||||||||||||
The Company's intangible assets at December 31, 2014 and 2013, all of which are subject to amortization, consisted of the following: | ||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||
Cost | Accumulated | Net | Cost | Accumulated | Net | |||||||||||||||||||
Amortization | Amortization | |||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Energy segment: | ||||||||||||||||||||||||
Customer relationships | $ | 54,430 | $ | (21,938 | ) | $ | 32,492 | $ | 54,430 | $ | (13,700 | ) | $ | 40,730 | ||||||||||
Trade names | 4,860 | (3,161 | ) | 1,699 | 4,860 | (2,315 | ) | 2,545 | ||||||||||||||||
Non-compete agreement | 120 | (25 | ) | 95 | 120 | — | 120 | |||||||||||||||||
59,410 | (25,124 | ) | 34,286 | 59,410 | (16,015 | ) | 43,395 | |||||||||||||||||
Sports segment: | ||||||||||||||||||||||||
Customer relationships | 2,089 | (678 | ) | 1,411 | 1,163 | (230 | ) | 933 | ||||||||||||||||
Trade names | 122 | (37 | ) | 85 | 122 | (12 | ) | 110 | ||||||||||||||||
2,211 | (715 | ) | 1,496 | 1,285 | (242 | ) | 1,043 | |||||||||||||||||
Total | $ | 61,621 | $ | (25,839 | ) | $ | 35,782 | $ | 60,695 | $ | (16,257 | ) | $ | 44,438 | ||||||||||
Amortization expense was $9.6 million, $8.7 million, and $7.6 million for the years ended December 31, 2014, 2013, and 2012, respectively. | ||||||||||||||||||||||||
Estimated aggregate amortization expense related to the intangible assets for the next five years and thereafter is as follows: | ||||||||||||||||||||||||
Amount | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
For the year ended December 31: | ||||||||||||||||||||||||
2015 | $ | 8,211 | ||||||||||||||||||||||
2016 | 7,202 | |||||||||||||||||||||||
2017 | 5,972 | |||||||||||||||||||||||
2018 | 5,229 | |||||||||||||||||||||||
2019 | 2,814 | |||||||||||||||||||||||
Thereafter | 6,354 | |||||||||||||||||||||||
$ | 35,782 | |||||||||||||||||||||||
The changes to the Company’s carrying amount of goodwill were as follows: | ||||||||||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | |||||||||||||||||||||||
Energy | Sports | Total | Energy | Sports | Total | |||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Balance at beginning of period | $ | 65,359 | $ | 2,171 | $ | 67,530 | $ | 52,939 | $ | 154 | $ | 53,093 | ||||||||||||
Acquisitions | — | — | — | 10,576 | 5,594 | 16,170 | ||||||||||||||||||
Adjustment to fair value | — | — | — | 1,844 | — | 1,844 | ||||||||||||||||||
Impairments | (36,666 | ) | — | (36,666 | ) | — | (3,577 | ) | (3,577 | ) | ||||||||||||||
Balance at end of period | $ | 28,693 | $ | 2,171 | $ | 30,864 | $ | 65,359 | $ | 2,171 | $ | 67,530 | ||||||||||||
In connection with its annual goodwill impairment test and the adverse effects of the recent developments in the oil services industry, the Company recognized an impairment charge of $36.7 million in the fourth quarter of 2014 related to the goodwill associated with its Energy segment. The impairment resulted from the adverse effects the decline in energy prices had on the oil services industry and the projected results of operations of the Energy segment. The fair values of the reporting units used in determining the goodwill impairment were based on valuations using a combination of the income approach (discounted cash flows) and the market approach (guideline public company method and guideline transaction method). The goodwill impairment charge consisted of an impairment of the goodwill at Sun Well, inclusive of the goodwill related to Eagle Well, of approximately $30.4 million and an impairment charge of the goodwill at Rogue of $6.3 million. No impairment was recognized related to the goodwill at Black Hawk. At December 31, 2014, the remaining goodwill associated with the Energy segment was $28.7 million, which consisted of $18.1 million at Sun Well and $10.6 million at Black Hawk. | ||||||||||||||||||||||||
The adjustment to fair value in 2013 represents an adjustment to reflect additional acquisition-date deferred income tax liabilities and non-current deferred compensation obligations related to the acquisition of Sun Well (see Note 3). During the year ended December 31, 2013, the Company recognized a goodwill impairment of $3.6 million related to the shutdown of Ruckus that is included in “Income (loss) from discontinued operations" in the consolidated statement of operations (see Note 4). The accumulated goodwill impairment was $42.2 million and $5.6 million at December 31, 2014 and 2013, respectively. | ||||||||||||||||||||||||
The components of goodwill at December 31, 2014 and 2013, were as follows: | ||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Goodwill | $ | 73,095 | $ | 73,095 | ||||||||||||||||||||
Accumulated impairment | (42,231 | ) | (5,565 | ) | ||||||||||||||||||||
Net goodwill | $ | 30,864 | $ | 67,530 | ||||||||||||||||||||
Longterm_Debt
Long-term Debt | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
Debt Disclosure [Abstract] | ||||||
Long-term Debt | Long-term Debt | |||||
On July 3, 2013, Steel Energy Services entered into a credit agreement (the “Energy Credit Agreement”) with Wells Fargo Bank National Association, RBS Citizens, N.A., and Comerica Bank. The Energy Credit Agreement provided for a borrowing capacity of $80.0 million consisting of a $70.0 million secured term loan (the “Term Loan”) that was fully drawn by Steel Energy Services on July 3, 2013, and up to $10.0 million in revolving loans (the “Revolving Loans”) subject to a borrowing base of 85% of the eligible accounts receivable. The proceeds of the Term Loan at closing, along with proceeds from intercompany loans to Steel Energy Services from Sun Well and Rogue, were used to pay the Company a dividend of $80.0 million and certain fees and expenses related to the Energy Credit Agreement. | ||||||
In December 2013, Steel Energy Services entered into an amendment to the Energy Credit Agreement (together with the Energy Credit Agreement, the "Amended Credit Agreement") pursuant to which the borrowing capacity for the Term Loan was increased by an additional $25.0 million. The additional amounts under the Term Loan were fully drawn by Steel Energy Services upon closing and the proceeds, together with cash provided by the Company and Steel Energy Services, were used to fund the acquisition of the business and substantially all of the assets of Black Hawk Inc. (see Note 3). The Company incurred fees totaling approximately $1.4 million in connection with the Amended Credit Agreement that are being amortized over the life of the arrangement as a component of interest expense. | ||||||
Borrowings under the Amended Credit Agreement are collateralized by substantially all the assets of Steel Energy Services and its wholly-owned subsidiaries Sun Well, Rogue, and Black Hawk Ltd., and a pledge of all of the issued and outstanding shares of capital stock of Sun Well, Rogue, and Black Hawk Ltd. Borrowings under the Amended Credit Agreement are fully guaranteed by Sun Well, Rogue, and Black Hawk Ltd. The carrying values as of December 31, 2014, of the assets pledged as collateral by Steel Energy Services and its subsidiaries under the Amended Credit Agreement were as follows: | ||||||
Amount | ||||||
(in thousands) | ||||||
Cash and cash equivalents | $ | 29,198 | ||||
Accounts receivable | 26,741 | |||||
Property and equipment, net | 99,034 | |||||
Intangible assets, net | 34,286 | |||||
Total | $ | 189,259 | ||||
The Amended Credit Agreement has a term that runs through July 2018, with the Term Loan amortizing in quarterly installments of $3.3 million and a balloon payment due on the maturity date. At December 31, 2014, $79.3 million was outstanding under the Term Loan and no amount was outstanding under the Revolving Loans. Principal payments under the Amended Credit Agreement for subsequent years are as follows: | ||||||
Amount | ||||||
(in thousands) | ||||||
2015 | $ | 13,214 | ||||
2016 | 13,214 | |||||
2017 | 13,214 | |||||
2018 | 39,643 | |||||
Total | 79,285 | |||||
Less current portion | 13,214 | |||||
Total long-term debt | $ | 66,071 | ||||
Borrowings under the Amended Credit Agreement bear interest at annual rates of either (i) the Base Rate plus an applicable margin of 1.50% to 2.25% or (ii) LIBOR plus an applicable margin of 2.50% to 3.25%. The “Base Rate” is the greatest of (i) the prime lending rate, (ii) the Federal Funds Rate plus 0.5%, and (iii) the one-month LIBOR plus 1.0%. The applicable margin for both Base Rate and LIBOR is determined based on the leverage ratio calculated in accordance with the Amended Credit Agreement. LIBOR-based borrowings are available for interest periods of one, three, or six months. In addition, the Company is required to pay commitment fees of between 0.375% and 0.50% per annum on the daily unused amount of the Revolving Loans. The interest rate on the borrowings under the Amended Credit Agreement was 2.8% at December 31, 2014. For the years ended December 31, 2014 and 2013, the Company incurred interest expense of $3.1 million and $1.4 million, respectively, in connection with the Amended Credit Agreement. | ||||||
The Amended Credit Agreement contains certain financial covenants, including (i) a leverage ratio not to exceed 3.00:1 for quarterly periods through June 15, 2015, 2.75:1 for quarterly periods through June 30, 2017, and 2.5:1 thereafter and (ii) a fixed charge coverage ratio of 1.15:1 for quarterly periods through December 31, 2016, and 1.25:1 thereafter. The Company was in compliance with all financial covenants as of December 31, 2014. | ||||||
The Amended Credit Agreement also contains representations, warranties and non-financial covenants, including, among other things, covenants relating to (i) financial reporting and notification, (ii) payment of obligations, (iii) compliance with law, (iv) maintenance of properties and (v) payment of restricted payments. The repayment of the Term Loan can be accelerated upon (i) a change in control, which would include Steel Energy Services owning less than 100% of the equity of Sun Well, Rogue, or Black Hawk Ltd. or Steel Partners owning, directly or indirectly, less than 35% of Steel Energy Services or (ii) other events of default, including payment failure, false representations, covenant breaches, and bankruptcy. | ||||||
Sun Well previously had a credit agreement (the "Sun Well Credit Agreement") with Wells Fargo Bank, National Association, that included a term loan of $20.0 million and a revolving line of credit for up to $5.0 million. All amounts due under the Sun Well Credit Agreement were fully repaid during 2013 and the facility was terminated as of July 3, 2013, upon closing of the Energy Credit Agreement. For the years ended December 31, 2013 and 2012, the Company incurred interest expense of $0.3 million and $0.4 million, respectively, in connection with the Sun Well Credit Agreement. Upon termination of the Sun Well Credit Agreement, the Company recognized a loss on extinguishment of $0.5 million from the write off of unamortized deferred financing costs, which was reported as a component of "Other income (expense), net" in the consolidated statements of operations for the year ended December 31, 2013. |
Leases
Leases | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Leases [Abstract] | ||||||||
Leases | Leases | |||||||
The Company leases certain property and equipment used in its operations under agreements that are classified as both capital and operating leases. Such agreements generally include provisions for inflation-based rate adjustments and, in the case of leases for buildings and office space, payments of certain operating expenses and property taxes. | ||||||||
Future minimum rental payments required under capital leases and operating leases that have initial or remaining non-cancelable lease terms in excess of one year are as follows: | ||||||||
Operating | Capital | |||||||
(in thousands) | ||||||||
For the year ended December 31, | ||||||||
2015 | $ | 1,092 | $ | 437 | ||||
2016 | 1,043 | 178 | ||||||
2017 | 664 | — | ||||||
2018 | 347 | — | ||||||
2019 | 254 | — | ||||||
Thereafter | 782 | — | ||||||
Total minimum lease payments | $ | 4,182 | 615 | |||||
Less amount representing interest | (26 | ) | ||||||
Present value of net minimum lease payments | 589 | |||||||
Less current portion | (412 | ) | ||||||
Capital lease obligations, net of current portion | $ | 177 | ||||||
Assets recorded under capital leases are included in property and equipment (see Note 7) as follows: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Rigs and other equipment | $ | 1,871 | $ | 1,871 | ||||
Accumulated depreciation | (559 | ) | (343 | ) | ||||
Net | $ | 1,312 | $ | 1,528 | ||||
Total rental expense under operating leases was $7.7 million, $3.3 million, and $4.3 million for the years ended December 31, 2014, 2013, and 2012, respectively. |
Other_Liabilities
Other Liabilities | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Other Liabilities Disclosure [Abstract] | ||||||||
Other Liabilities | Other Liabilities | |||||||
“Accrued expenses and other current liabilities” consisted of the following: | ||||||||
December 31, 2014 | December 31, 2013 | |||||||
(in thousands) | ||||||||
Tax-related | $ | 238 | $ | 385 | ||||
Accrued compensation and related taxes | 5,471 | 4,517 | ||||||
Deferred revenue | 1,308 | 857 | ||||||
Professional services | 763 | 608 | ||||||
Accrued fuel and rig-related charges | 601 | 889 | ||||||
Other | 535 | 507 | ||||||
$ | 8,916 | $ | 7,763 | |||||
“Other long-term liabilities” at December 31, 2014 and 2013, primarily consisted deferred compensation arrangements that are expected to be paid out in 2016. In 2013, the Company reversed approximately $7.2 million of tax-related liabilities that represented uncertain tax positions relating to foreign jurisdictions in which the Predecessor Business previously operated. Such reserves for foreign taxes were reversed upon the expiration of the statute of limitations (see Note 13). |
Other_Income_Expense_net
Other Income (Expense), net | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Other Income and Expenses [Abstract] | ||||||||||||
Other Income (Expense), net | Other Income (Expense), net | |||||||||||
“Other income (expense), net” consisted of the following: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Investment income | $ | 6,621 | $ | 4,804 | $ | 1,903 | ||||||
Realized gain on sale of marketable securities, net | 3,765 | 2,608 | 282 | |||||||||
Realized loss on financial instrument obligation | (1,821 | ) | — | — | ||||||||
Realized loss upon change to equity method at fair value | (568 | ) | — | — | ||||||||
Foreign exchange loss | (1,059 | ) | — | — | ||||||||
Gain (loss) on sale of property and equipment | 191 | 132 | (819 | ) | ||||||||
Loss on extinguishment of debt | — | (463 | ) | — | ||||||||
Other | (71 | ) | (7 | ) | (299 | ) | ||||||
Other income (expense), net | $ | 7,058 | $ | 7,074 | $ | 1,067 | ||||||
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income Taxes | Income Taxes | |||||||||||
The Company recognized a benefit for income taxes of $1.3 million for the year ended December 31, 2014, primarily as a result of a foreign tax benefit of $1.7 million recognized upon the conclusion of tax examinations by a foreign tax authority offsetting the domestic current and deferred provision for the year. The Company recognized a benefit for income taxes of $9.3 million for the year ended December 31, 2013, primarily as a result of a reversal of $7.2 million of reserves for foreign taxes upon the expiration of the statute of limitations. In addition, in 2013 the Company reversed a portion of its valuation allowance for deferred tax assets as a result of deferred tax liabilities recognized in connection with unrealized gains on marketable securities included as a component of other comprehensive income. The Company recognized a benefit for income taxes of $15.7 million for the year ended December 31, 2012, primarily from a reversal of a portion of its valuation allowance for deferred tax assets as a result of deferred tax liabilities recognized on the identifiable intangible assets acquired in connection with the acquisition of Sun Well. | ||||||||||||
The components of the benefit from income taxes were as follows: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Federal: | ||||||||||||
Current | $ | (191 | ) | $ | 14 | $ | 34 | |||||
Deferred | 105 | 3,402 | 15,066 | |||||||||
(86 | ) | 3,416 | 15,100 | |||||||||
Foreign: | ||||||||||||
Current | 1,719 | 7,281 | 1,373 | |||||||||
Deferred | — | (1,696 | ) | — | ||||||||
1,719 | 5,585 | 1,373 | ||||||||||
State: | ||||||||||||
Current | (403 | ) | 509 | (979 | ) | |||||||
Deferred | 93 | (168 | ) | 218 | ||||||||
(310 | ) | 341 | (761 | ) | ||||||||
$ | 1,323 | $ | 9,342 | $ | 15,712 | |||||||
The components of income (loss) from continuing operations before income taxes were as follows: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Domestic | $ | (25,580 | ) | $ | 6,990 | $ | 6,326 | |||||
Foreign | (12 | ) | 59 | 141 | ||||||||
$ | (25,592 | ) | $ | 7,049 | $ | 6,467 | ||||||
The benefit for income taxes varied from the Federal statutory income tax rate due to the following: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | ||||||
State taxes, net of federal benefit | (0.5 | )% | (8.1 | )% | 15.1 | % | ||||||
Foreign losses not benefited | — | % | (0.3 | )% | (0.6 | )% | ||||||
Changes in tax reserves | 0.2 | % | (78.6 | )% | (53.9 | )% | ||||||
Change in valuation allowance | 30.3 | % | (78.7 | )% | (263.5 | )% | ||||||
Permanent differences | (64.6 | )% | (1.8 | )% | 24.6 | % | ||||||
Foreign tax refund | 6.5 | % | — | % | — | % | ||||||
Other | (1.7 | )% | — | % | 0.3 | % | ||||||
5.2 | % | (132.5 | )% | (243.0 | )% | |||||||
The components of the deferred tax assets and liabilities were as follows: | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
(in thousands) | ||||||||||||
Deferred tax assets | ||||||||||||
Net operating loss carryforward | $ | 49,096 | $ | 61,212 | ||||||||
Research and development credits | 33,484 | 33,484 | ||||||||||
Compensatory and other accruals | 2,698 | 1,800 | ||||||||||
Unrealized losses on investments | 5,265 | — | ||||||||||
Intangible assets | 819 | — | ||||||||||
Foreign tax credits | 201 | — | ||||||||||
Other, net | 3,725 | 1,785 | ||||||||||
Gross deferred tax assets | 95,288 | 98,281 | ||||||||||
Deferred tax liabilities: | ||||||||||||
Unremitted foreign earnings | — | 7,001 | ||||||||||
Unrealized gains on investments | — | 3,704 | ||||||||||
Intangible assets | — | 6,525 | ||||||||||
Fixed assets | 19,128 | 13,354 | ||||||||||
Gross deferred tax liabilities | 19,128 | 30,584 | ||||||||||
Net deferred tax asset before valuation allowance | 76,160 | 67,697 | ||||||||||
Valuation Allowance | (78,018 | ) | (69,753 | ) | ||||||||
Net deferred tax liability | $ | (1,858 | ) | $ | (2,056 | ) | ||||||
The components of the Company's deferred tax assets and deferred tax liabilities were classified in the consolidated balance sheets as follows: | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
(in thousands) | ||||||||||||
Deferred income tax assets - current | $ | 1,696 | $ | — | ||||||||
Deferred income tax assets - non-current | 80 | 1,556 | ||||||||||
Total deferred income tax assets | 1,776 | 1,556 | ||||||||||
Deferred income tax liabilities - current | 85 | 3,612 | ||||||||||
Deferred income tax liabilities - non-current | 3,549 | — | ||||||||||
Total deferred income tax liabilities | 3,634 | 3,612 | ||||||||||
Net deferred income tax liability | $ | (1,858 | ) | $ | (2,056 | ) | ||||||
At December 31, 2014, the Company had Federal net operating loss carryforwards of approximately $113.0 million that expire in 2020 through 2031, and domestic state net operating loss carryforwards of approximately $159.9 million that expire in 2015 through 2031. The Company also had Federal research and development credit carryforwards of approximately $30.3 million that expire in 2018 through 2029, and domestic state research and development credit carryforwards of approximately $17.7 million that do not expire. Of the total Federal net operating loss carryforwards, approximately $10.5 million related to deductions for stock-based compensation, the tax benefit of which will be credited to additional paid-in capital when realized. The Company's ability to utilize its net operating loss and other credit carryforwards would be subject to limitation upon a change in control. Federal income taxes and foreign withholding taxes associated with the repatriation of earnings of foreign subsidiaries have been fully provided. | ||||||||||||
The Company established a valuation allowance to reserve its net deferred tax assets at December 31, 2014 and 2013, based on its assessment that it is more likely than not that such benefit will not be fully realized. This assessment was based on, but not limited to, the Company’s operating results for the past three years, uncertainty in the Company’s projections of taxable income, uncertainty in general economic conditions in general and in the oil and gas industry in particular, and the effects of multiple acquisitions and the Company’s ability to effectively integrate the acquired entities. | ||||||||||||
The changes in unrecognized tax positions were as follows: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Balance at beginning of period | $ | 19,121 | $ | 26,419 | $ | 29,903 | ||||||
Tax positions related to prior year: | ||||||||||||
Additions | — | — | — | |||||||||
Expiration of statute of limitations | (45 | ) | (7,298 | ) | — | |||||||
Settlements | — | — | (3,484 | ) | ||||||||
Balance at ending of period | $ | 19,076 | $ | 19,121 | $ | 26,419 | ||||||
As of December 31, 2014, the Company’s total gross unrecognized tax benefits were $19.1 million, of which $0.1 million, if recognized, would affect the provision for income taxes. In 2014, the Company reversed approximately $45,000 of reserves for foreign taxes upon the expiration of the statute of limitations. The Company recognizes interest and penalties related to uncertain tax positions as a component of “Benefit from income taxes” in its consolidated statements of operations. For the years ended December 31, 2014. 2013, and 2012, the amount of such interest and penalties recognized was immaterial. | ||||||||||||
The Company is subject to Federal income tax as well as income taxes in many domestic states and foreign jurisdictions in which the Company operates or formerly operated. As of December 31, 2014, fiscal years from 1999 onward remain open to examination by the United States taxing authorities. In 2014, tax examinations were completed for fiscal years 2009 through 2013 in Singapore, resulting in a refund to the Company of $1.7 million. The Company is not currently under tax examination in any foreign jurisdictions. |
Stock_Benefit_Plans
Stock Benefit Plans | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||
Stock Benefit Plans | Stock Benefit Plans | |||||||||||||
The Company grants equity-based awards to employees under its 2004 Equity Incentive Plan, as amended (the “2004 Plan”). Stock options granted under the 2004 Plan have a term of up to seven years from the grant date, with the exception of incentive stock options granted to employees who own more than 10% of the voting power of all classes of stock of the Company, which have a term of up to five years. The exercise price and vesting period of stock options granted under the 2004 Plan is determined by the board of directors or its delegates, subject to certain provisions of the 2004 Plan. The exercise price of incentive stock options granted to employees who own more than 10% of the voting power of all classes of stock of the Company shall not be less than 110% of the fair market value of the Company’s common stock on the grant date. The exercise price of incentive stock options granted to other employees shall be no less than 100% of the fair market value of the Company’s common stock on the grant date. The exercise price of non-qualified stock options granted to employees shall be no less than 100% of the fair market value of the Company’s common stock on the grant date, but in certain circumstances could be as low as 85% of the fair market value of the Company’s common stock on the grant date. | ||||||||||||||
The 2004 Plan also allows for the granting of stock appreciation rights, restricted stock awards, and restricted stock units, the terms of such grants being determined by the board of directors or its delegates subject to certain provisions of the 2004 Plan. Stock appreciation rights granted under the 2004 Plan shall have a term of up to seven years and an exercise price of no less than 100% of the fair market value of the Company’s common stock on the grant date. Restricted stock awards and restricted stock units (collectively, “restricted stock”) granted under the 2004 Plan shall have a purchase price of at least $0.001 per share. | ||||||||||||||
The Company grants equity-based awards to non-employee directors under its 2006 Director Plan, as amended (the "2006 Plan", and together with the “2004 Plan”, the "Equity Plans"). The terms of all stock-based awards granted under the 2006 Plan are determined by the compensation committee of the board of directors, subject to certain provisions of the 2006 Plan. All options granted under the 2006 Plan are non-qualified stock options, and shall have a term of up to ten years and an exercise price of no less than 100% of the fair market value of the Company’s common stock on the grant date. The 2006 Plan also allows for the granting of stock appreciation rights, restricted stock awards, and restricted stock units. Stock appreciation rights granted under the 2006 Plan shall have a term of up to ten years and an exercise price of no less than 100% of the fair market value of the Company’s common stock on the grant date. Restricted stock granted under the 2006 Plan shall have a purchase price equal to at least the par value of the Company’s common stock on the grant date. | ||||||||||||||
There are 1,805,613 shares and 1,200,000 shares of the Company’s common stock reserved for the issuance of equity-based awards under the 2004 Plan and the 2006 Plan, respectively. Under the 2004 Plan, 1,543,891 shares remained available for the issuance of equity-based awards and 73,969 equity-based awards were outstanding at December 31, 2014. Under the 2006 Plan, 401,545 shares remained available for the issuance of equity-based awards and 38,250 equity-based awards were outstanding at December 31, 2014. | ||||||||||||||
The Company recognizes stock-based compensation based on the estimated fair values of equity-based awards on the grant dates. Stock-based compensation is recognized ratably over the requisite service or vesting period of the equity-based awards and is adjusted for estimated forfeitures. Certain grants of restricted stock to non-employee directors vest in full when the individual ceases being a member of the board of directors for any reason. The fair value of such grants are recognized as stock-based compensation on the grant date. The fair value of restricted stock is based on the closing price of the Company’s common stock on the grant date. The Company uses the Black-Scholes option pricing model to estimate the fair value of stock options. No stock options were granted in 2014 and 2013. The following weighted average assumptions were used in calculating the fair value of the stock options granted in 2012 under the Equity Plans: | ||||||||||||||
Expected life (in years) | 1.1 | |||||||||||||
Risk-free interest rate | 0.20% | |||||||||||||
Expected volatility | 58% | |||||||||||||
Dividend yield | — | |||||||||||||
The expected term of stock options was based on historical data used to estimate the period of time that options were expected to be outstanding. The expected volatility is based on the historical volatility of the Company’s common stock. The expected dividends are based on the historical dividends paid and the dividends the Company expects to pay in future periods. The risk-free interest rate is based on the yields of United States Treasury Notes at the time stock options are granted. | ||||||||||||||
Stock-based compensation expense by type of equity-based award, all of which was recognized as a component of "Selling, general, and administrative expenses" in the consolidated statements of operations for the years ended December 31, 2014, 2013, and 2012, was as follows: | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
(in thousands) | ||||||||||||||
Stock options | $ | 36 | $ | 91 | $ | 92 | ||||||||
Restricted stock | 2,770 | 1,949 | 1,395 | |||||||||||
Total stock-based compensation | $ | 2,806 | $ | 2,040 | $ | 1,487 | ||||||||
There was no stock option activity under the Equity Plans during the year ended December 31, 2014. Information relating to outstanding and exercisable stock options under the Equity Plans at December 31, 2014, is summarized in the following table. All stock option grants had exercise prices equal to or greater than the market price on the grant date. | ||||||||||||||
Shares | Weighted Average Exercise Price | Weighted-Average Remaining Contractual Term (Years) | Aggregate Intrinsic Value | |||||||||||
(in thousands) | (in thousands) | |||||||||||||
Outstanding, December 31, 2014 | 56 | $ | 30.14 | 4.2 | $ | — | ||||||||
Exercisable, December 31, 2014 | 55 | $ | 30.17 | 4.2 | $ | — | ||||||||
Information relating to restricted stock activity in the Equity Plans for the year ended December 31, 2014, is summarized in the following table. | ||||||||||||||
Shares | Weighted Average Grant Date Fair Value | |||||||||||||
(in thousands) | ||||||||||||||
Non-vested stock, January 1, 2014 | 142 | $ | 28.19 | |||||||||||
Awarded | 24 | $ | 32.69 | |||||||||||
Vested | (97 | ) | $ | 28.21 | ||||||||||
Forfeited | (12 | ) | $ | 28.07 | ||||||||||
Non-vested stock, December 31, 2014 | 57 | $ | 30.1 | |||||||||||
Information relating to the fair value of grants of equity awards and the fair value of restricted shares vested for the years ended December 31, 2014, 2013, and 2012 is summarized in the following table. No stock options were exercised for the years ended December 31, 2014, 2013, and 2012. | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
(in thousands) | ||||||||||||||
Weighted average fair value on grant date: | ||||||||||||||
Options | $ | — | $ | — | $ | 27 | ||||||||
Restricted stock | $ | 788 | $ | 3,977 | $ | 2,795 | ||||||||
Fair value of restricted stock vested | $ | 2,739 | $ | 2,797 | $ | 415 | ||||||||
Compensation expense related to equity-based awards granted under the Equity Plans that was not recognized as of December 31, 2014, totaled $1.1 million and is expected to be recognized over a weighted average period of 1.2 years. The Company did not receive any proceeds from the exercise of equity-based awards during the years ended December 31, 2014, 2013, and 2012. The Company has a policy of issuing new shares of common stock upon the exercise of stock options. |
Net_Income_Loss_Per_Share
Net Income (Loss) Per Share | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Earnings Per Share [Abstract] | ||||||||||||
Net Income (Loss) Per Share | Net Income (Loss) Per Share | |||||||||||
Basic net income (loss) attributable to Steel Excel per share of common stock is computed by dividing net income (loss) attributable to Steel Excel by the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per share attributable to Steel Excel gives effect to all potentially dilutive common shares outstanding during the period. | ||||||||||||
Amounts used in the calculation of basic and diluted net income (loss) per share of common stock for the years ended December 31, 2014, 2013. and 2012, were as follows: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands, except per share data) | ||||||||||||
Numerators: | ||||||||||||
Net income (loss) from continuing operations | $ | (24,269 | ) | $ | 16,391 | $ | 22,179 | |||||
Non-controlling interest | 235 | 156 | 22 | |||||||||
Net income (loss) from continuing operations attributable to Steel Excel Inc. | $ | (24,034 | ) | $ | 16,547 | $ | 22,201 | |||||
Income (loss) from discontinued operations | $ | 506 | $ | (5,540 | ) | $ | (1,935 | ) | ||||
Non-controlling interest | (279 | ) | 3,188 | 427 | ||||||||
Income (loss) from discontinued operations attributable to Steel Excel Inc. | $ | 227 | $ | (2,352 | ) | $ | (1,508 | ) | ||||
Net income (loss) attributable to Steel Excel Inc. | $ | (23,807 | ) | $ | 14,195 | $ | 20,693 | |||||
Denominators: | ||||||||||||
Basic weighted average common shares outstanding | 11,678 | 12,584 | 12,110 | |||||||||
Effect of dilutive securities - stock-based awards | — | 18 | 23 | |||||||||
Diluted weighted average common shares outstanding | 11,678 | 12,602 | 12,133 | |||||||||
Basic income (loss) per share attributable to Steel Excel Inc.: | ||||||||||||
Net income (loss) from continuing operations | $ | (2.06 | ) | $ | 1.31 | $ | 1.83 | |||||
Income (loss) from discontinued operations, net of taxes | $ | 0.02 | $ | (0.19 | ) | $ | (0.12 | ) | ||||
Net income (loss) | $ | (2.04 | ) | $ | 1.13 | $ | 1.71 | |||||
Diluted income (loss) per share attributable to Steel Excel Inc.: | ||||||||||||
Net income (loss) from continuing operations | $ | (2.06 | ) | $ | 1.31 | $ | 1.83 | |||||
Income (loss) from discontinued operations, net of taxes | $ | 0.02 | $ | (0.19 | ) | $ | (0.12 | ) | ||||
Net income (loss) | $ | (2.04 | ) | $ | 1.13 | $ | 1.71 | |||||
The number of shares used in the calculation of diluted earnings (loss) per share for the year ended December 31, 2014, excluded 20,000 incremental shares related to stock options and restricted stock. Such incremental shares were excluded from the calculation of diluted earnings (loss) per share due to their anti-dilutive effect. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Equity [Abstract] | ||||||||||||
Accumulated Other Comprehensive Income | Accumulated Other Comprehensive Income (Loss) | |||||||||||
Changes in the components of "Accumulated other comprehensive income (loss)" were as follows: | ||||||||||||
Unrealized | Cumulative | Total | ||||||||||
Gain (Loss) on | Translation | |||||||||||
Securities | Adjustment | |||||||||||
(in thousands) | ||||||||||||
Balance at December 31, 2013 | $ | 6,921 | $ | (405 | ) | $ | 6,516 | |||||
Other comprehensive income (loss) before reclassifications | (20,043 | ) | 20 | (20,023 | ) | |||||||
Reclassifications from accumulated other comprehensive income | (5,223 | ) | — | (5,223 | ) | |||||||
Current period other comprehensive income (loss) | (25,266 | ) | 20 | (25,246 | ) | |||||||
Balance at December 31, 2014 | $ | (18,345 | ) | $ | (385 | ) | $ | (18,730 | ) | |||
Amounts reclassified for realized gains on marketable securities for the year ended December 31, 2014, are reported as a component of "Other income (expense), net" in the consolidated statement of operations. |
Supplemental_Cash_Flow_Informa
Supplemental Cash Flow Information | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Supplemental Cash Flow Elements [Abstract] | ||||||||||||
Supplemental Cash Flow Information | Supplemental Cash Flow Information | |||||||||||
Cash paid for interest and income taxes and non-cash investing and financing activities for the years ended December 31, 2014, 2013, and 2012, were as follows: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Interest paid | $ | 2,707 | $ | 1,304 | $ | 434 | ||||||
Income taxes paid (refunded) - net | $ | (1,507 | ) | $ | 916 | $ | (1,130 | ) | ||||
Non-cash investing and financing activities: | ||||||||||||
Reclassification of available-for-sale securities to equity method investment | $ | 27,647 | $ | — | $ | — | ||||||
Securities received in exchange for financial instrument obligations | $ | 20,007 | $ | — | $ | — | ||||||
Securities delivered in exchange for settlement of financial instrument obligations | $ | 520 | $ | — | $ | — | ||||||
Contribution of note payable by non-controlling interest | $ | 268 | $ | — | $ | — | ||||||
Restricted stock awards returned in connection with net-share settlement upon vesting | $ | 120 | $ | — | $ | — | ||||||
Non-controlling interests recognized in connection with acquisitions | $ | — | $ | 2,896 | $ | 82 | ||||||
Issuance of common stock for acquisition of Sun Well | $ | — | $ | — | $ | 60,825 | ||||||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies |
From time to time, we are subject to litigation or claims that arise in the normal course of business. While the results of such litigation matters and claims cannot be predicted with certainty, we believe that the final outcome of such matters will not have a material adverse impact on our financial position or results of operations. However, because of the nature and inherent uncertainties of litigation, should the outcome of these actions be unfavorable, our business, financial condition, and results of operations could be materially and adversely affected. | |
The Company entered into agreements in connection with the sale of portions of the Predecessor Business that included certain indemnification obligations. These indemnification obligations generally required the Company to compensate the other party for certain damages and costs incurred as a result of third party claims. The Company is not aware of any claims under the indemnification provisions and no liabilities have been recognized in connection with such contingent obligations. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions |
SPLP beneficially owned approximately 58.0% of the Company’s outstanding common stock as of December 31, 2014. The power to vote and dispose of the securities held by SPLP is controlled by Steel Partners Holdings GP Inc. (“SPH GP”). Warren G. Lichtenstein, the Chairman of the Board of Directors and President of the Company's Sports segment, is also the Executive Chairman of SPH GP. Certain other affiliates of SPH GP hold positions with the Company, including Jack Howard, as Vice Chairman and principal executive officer, James F. McCabe, Jr., as Chief Financial Officer, and Leonard J. McGill, as Vice President, General Counsel, and Secretary. Each of Warren G. Lichtenstein and Jack L. Howard is compensated with cash compensation and equity awards or equity-based awards in amounts that are consistent with the Company’s Non-employee Director Compensation Policy. | |
In October 2011, the Company contracted with SP Corporate Services LLC (“SP Corporate”), a SPLP affiliate, to provide financial management and administrative services, including the services of a chief financial officer. Through July 2012, the Company paid SP Corporate $35,000 per month for the provision of such services. Effective August 2012, the services SP Corporate provided were expanded to include executive and financial management services in the areas of finance, regulatory reporting, and other administrative and operational functions. The Company paid SP Corporate $300,000 per month for these expanded services through December 31, 2013. Effective January 1, 2014, the services SP Corporate provides were further expanded, and the Company paid SP Corporate $667,000 per month for such services. Effective October 1, 2014, the fees paid the Company to SP Corporate increased to $679,000 per month to cover the costs of additional services provided to the Sports business. The services agreement with SP Corporate and subsequent amendments were approved by a committee of the Company’s independent directors. In addition, the Company reimburses SP Corporate and other SPLP affiliates for certain expenses incurred on the Company’s behalf. During the years ended December 31, 2014, 2013, and 2012, the Company incurred expenses of $9.1 million, $4.4 million, and $2.7 million, respectively, for services provided by SP Corporate and for reimbursement of expenses incurred on its behalf by SP Corporate and its affiliates. As of December 31, 2014 and 2013, the Company owed SP Corporate and other SPLP affiliates $0.3 million and $0.3 million, respectively. | |
The Company uses several firms to execute trades of its marketable securities and certain of its other investments. The Company uses Mutual Securities, Inc. ("Mutual Securities"), to execute certain trades, including repurchases of the Company's common stock. Jack L. Howard, the Company's principal executive officer, is a registered principal of Mutual Securities and receives commission payments from Mutual Securities after deductions for fees and expenses. During the years ended December 31, 2014, 2013, and 2012, the Company paid commissions to Mutual Securities totaling $0.3 million, $0.2 million, and $0.1 million, respectively. | |
In October 2013, iGo contracted with SP Corporate to provide certain executive, other employee, and corporate services for a fixed annual fee of $0.4 million. In addition, iGo will reimburse SP Corporate for reasonable and necessary business expenses incurred on iGo’s behalf. The services agreement was approved by the independent directors of iGo. | |
The Company maintained short-term deposits at WebBank, an affiliate of SPLP, totaling $12.3 million and $15.2 million at December 31, 2014 and 2013, respectively. The Company recognized interest income on such deposits totaling $0.1 million and $0.1 million for the years ended December 31, 2014 and 2013, respectively. |
Segment_Information
Segment Information | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Segment Information | Segment Information | |||||||||||
The Company has determined that its two reportable segments are Energy and Sports. The Energy segment provides drilling and production services to the oil and gas industry. The Sports segment provides event-based sports services and other health-related services. | ||||||||||||
The Company identifies its operating segments based on the services provided by its various operations and the financial information used by its chief operating decision maker to make decisions regarding the allocation of resources to and the financial performance of the operating segments. The reporting segments represent an aggregation of individual operating segments with similar economic characteristics. The Energy segment is an aggregation of the individual operating segments represented by Sun Well, Rogue, and Black Hawk Ltd. The Sports segment is an aggregation of the individual operating segments represented by Baseball Heaven LLC, a provider of baseball facility services, UK Elite, and the Crossfit® entities. | ||||||||||||
In 2014, the Company changed its measurement method to measure the profit or loss of its segments to be based on operating income before goodwill impairments. The measurement method had previously been operating income. Operating income before goodwill impairments of the segments is determined in the same manner as operating income under generally accepted accounting principles, with the sole exception of excluding amounts for goodwill impairments. The accounting policies used to measure operating income before goodwill impairments of the segments are the same as those used in preparing the Company’s consolidated financial statements (see Note 2). | ||||||||||||
Segment information relating to the Company's results of continuing operations was as follows: | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Revenues | ||||||||||||
Energy | $ | 191,608 | $ | 109,624 | $ | 97,191 | ||||||
Sports | 18,540 | 10,404 | 2,913 | |||||||||
Total revenues | $ | 210,148 | $ | 120,028 | $ | 100,104 | ||||||
Operating income (loss) before goodwill impairments | ||||||||||||
Energy | $ | 29,889 | $ | 12,381 | $ | 16,837 | ||||||
Sports | (2,161 | ) | (1,408 | ) | (1,869 | ) | ||||||
Total segment operating income | 27,728 | 10,973 | 14,968 | |||||||||
Corporate and other business activities | (14,465 | ) | (8,411 | ) | (8,959 | ) | ||||||
Impairment of goodwill | (36,666 | ) | — | (192 | ) | |||||||
Interest expense | (3,177 | ) | (1,725 | ) | (417 | ) | ||||||
Other income (expense), net | 7,058 | 7,074 | 1,067 | |||||||||
Income (loss) from continuing operations before income taxes | $ | (19,522 | ) | $ | 7,911 | $ | 6,467 | |||||
Depreciation and amortization expense: | ||||||||||||
Energy | $ | 22,530 | $ | 18,392 | $ | 14,785 | ||||||
Sports | $ | 1,626 | 793 | 518 | ||||||||
Total depreciation and amortization expense | $ | 24,156 | $ | 19,185 | $ | 15,303 | ||||||
For the year ended December 31, 2014, revenues from the two largest customers in the Company’s Energy segment were approximately $43.5 million and $42.7 million, representing 20.7% and 20.3%, respectively, of the Company’s consolidated revenues. For the year ended December 31, 2013, revenues from the two largest customers in the Company’s Energy segment were approximately $20.4 million and $12.7 million, representing 17.0% and 10.5%, respectively, of the Company’s consolidated revenues. For the year ended December 31, 2012, revenues from the two largest customers in the Company's Energy segment were approximately $11.2 million and $11.0 million, representing 11.1% and 11.0%, respectively, of the Company's consolidated revenues. | ||||||||||||
Segment information related to the Company's assets was as follows: | ||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||
(in thousands) | ||||||||||||
Total assets | ||||||||||||
Energy | $ | 220,262 | $ | 244,401 | ||||||||
Sports | 18,625 | 20,495 | ||||||||||
Corporate and other business activities | 240,467 | 273,798 | ||||||||||
Total assets | $ | 479,354 | $ | 538,694 | ||||||||
Capital expenditures | ||||||||||||
Energy | $ | 15,313 | $ | 5,846 | ||||||||
Sports | $ | 626 | $ | 3,086 | ||||||||
Total capital expenditures | $ | 15,939 | $ | 8,932 | ||||||||
Total assets of the Sports segment and Corporate and other business activities at December 31, 2014, include investments in equity-method investees of $3.1 million and $27.0 million, respectively. |
Stock_Split
Stock Split | 12 Months Ended |
Dec. 31, 2014 | |
Equity [Abstract] | |
Stock Split | Stock Split |
In June 2014, following stockholder approval and authorization from its board of directors, the Company effected a 1-for-500 reverse stock split (the "Reverse Split"), immediately followed by a 500-for-1 forward stock split (the "Forward Split", and together with the Reverse Split, the "Reverse/Forward Split"), of its common stock effective as of the close of business on June 18, 2014. As a result of the Reverse Split, stockholders holding fewer than 500 shares received a cash payment for all of their outstanding shares based on a per share price equal to the closing price of the Company’s common stock on June 18, 2014, the effective date of the Reverse/Forward Split. Stockholders holding 500 or more shares as of the effective date of the Reverse/Forward Split did not receive any payments for fractional shares resulting from the Reverse Split, and therefore the total number of shares held by such holders did not change as a result of the Reverse/Forward Split. In connection with the Reverse Split, the Company paid $10.1 million in July 2014 for 295,659 shares of common stock and the return of 1,388 non-vested restricted stock awards previously awarded to employees. |
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Income Statement [Abstract] | ||||||||||||||||
Selected Quarterly Financial Data | Selected Quarterly Financial Data (Unaudited) | |||||||||||||||
Quarter Ended: | ||||||||||||||||
31-Mar | 30-Jun | 30-Sep | December 31 (A) | |||||||||||||
(in thousands, except per-share data) | ||||||||||||||||
Year Ended December 31, 2014 | ||||||||||||||||
Net revenues | $ | 45,159 | $ | 51,924 | $ | 58,583 | $ | 54,482 | ||||||||
Gross profits | $ | 10,849 | $ | 15,738 | $ | 17,984 | $ | 14,598 | ||||||||
Net income (loss) from continuing operations | $ | 4,065 | $ | 8,732 | $ | (945 | ) | $ | (36,121 | ) | ||||||
Net income (loss) | $ | 4,065 | $ | 8,732 | $ | (945 | ) | $ | (35,615 | ) | ||||||
Net income (loss) attributable to Steel Excel Inc. | $ | 4,391 | $ | 8,743 | $ | (1,183 | ) | $ | (35,758 | ) | ||||||
Net income (loss) from continuing operations attributable to Steel Excel Inc. | $ | 4,391 | $ | 8,743 | $ | (1,183 | ) | $ | (35,985 | ) | ||||||
Net income (loss) from continuing operations attributable to Steel Excel Inc. per share of common stock | ||||||||||||||||
Basic | $ | 0.37 | $ | 0.74 | $ | (0.10 | ) | $ | (3.15 | ) | ||||||
Diluted | $ | 0.37 | $ | 0.73 | $ | (0.10 | ) | $ | (3.15 | ) | ||||||
Year Ended December 31, 2013 | ||||||||||||||||
Net revenues | $ | 26,351 | $ | 28,761 | $ | 31,420 | $ | 33,496 | ||||||||
Gross profits | $ | 7,686 | $ | 8,705 | $ | 8,080 | $ | 10,172 | ||||||||
Net income from continuing operations | $ | 3,369 | $ | 1,080 | $ | 3,047 | $ | 8,895 | ||||||||
Net income | $ | 2,974 | $ | 886 | $ | 2,159 | $ | 4,832 | ||||||||
Net income attributable to Steel Excel Inc. | $ | 3,310 | $ | 1,071 | $ | 2,470 | $ | 7,344 | ||||||||
Net income from continuing operations attributable to Steel Excel Inc. | $ | 3,389 | $ | 1,116 | $ | 2,869 | $ | 9,173 | ||||||||
Net income from continuing operations attributable to Steel Excel Inc. per share of common stock | ||||||||||||||||
Basic | $ | 0.26 | $ | 0.09 | $ | 0.23 | $ | 0.75 | ||||||||
Diluted | $ | 0.26 | $ | 0.09 | $ | 0.23 | $ | 0.75 | ||||||||
Schedule_II_Valuation_and_Qual
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | |||||||||||||||||||||
Schedule II - Valuation and Qualifying Accounts | Steel Excel Inc. | ||||||||||||||||||||
Schedule II - Valuation and Qualifying Accounts | |||||||||||||||||||||
For the years ended December 31, 2014, 2013, and 2012 | |||||||||||||||||||||
Additions | |||||||||||||||||||||
Description | Balance at beginning of period | Charged to costs and expenses | Charged to other accounts | Deductions (1) | Balance at end of period | ||||||||||||||||
Allowances deducted in the balance sheet from assets to which they apply: | |||||||||||||||||||||
For the year ended December 31, 2014: | |||||||||||||||||||||
Allowance for doubtful accounts | $ | — | $ | — | $ | — | $ | — | $ | — | |||||||||||
Valuation allowance on deferred tax assets | $ | 69,753 | $ | 8,265 | $ | — | $ | — | $ | 78,018 | |||||||||||
For the year ended December 31, 2013: | |||||||||||||||||||||
Allowance for doubtful accounts | $ | — | $ | — | $ | — | $ | — | $ | — | |||||||||||
Valuation allowance on deferred tax assets | $ | 37,173 | $ | 32,580 | $ | — | $ | — | $ | 69,753 | |||||||||||
For the year ended December 31, 2012: | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 80 | $ | — | $ | — | $ | (80 | ) | $ | — | ||||||||||
Valuation allowance on deferred tax assets | $ | 69,508 | $ | — | $ | — | $ | (32,335 | ) | $ | 37,173 | ||||||||||
(1) Recognized as a reduction of expense |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Cash and Cash Equivalents | Cash and Cash Equivalents: Cash and cash equivalents include all cash balances and highly liquid investments having original maturities of three months or less. |
Marketable Securities | Marketable Securities: Marketable securities are classified as available-for-sale and consist of short-term deposits, corporate debt and equity instruments, and mutual funds. Marketable securities are reported at fair value, with unrealized gains and losses recognized in stockholders’ equity as “other comprehensive income (loss)”. Declines in fair value that are determined to be other than temporary are recognized as an impairment charge. Realized gains or losses on marketable securities are determined based on specific identification of the securities sold and are recognized as “other income (loss)” at the time of sale. The Company classifies its marketable securities as current assets based on the nature of the securities and their availability for use in current operations. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts: The Company recognizes bad debt expense on trade receivables through an allowance account using estimates based on past experience, and writes off trade receivables against the allowance account when the Company believes it has exhausted all available means of collection. There was no allowance for doubtful accounts recognized as of December 31, 2014 and 2013. |
Fair Value Measurements | Fair Value Measurements: The Company reports certain assets and liabilities at their fair value, which is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the |
measurement date. Fair values of assets and liabilities are determined based on a three-level measurement input hierarchy. Level 1 inputs are quoted prices in active markets for identical assets or liabilities as of the measurement date. Level 2 inputs are other than quoted market prices that are observable, either directly or indirectly, for an asset or liability. Level 2 inputs can include quoted prices in active markets for similar assets or liabilities, quoted prices in a market that is not active for identical assets or liabilities, or other inputs that can be corroborated by observable market data. Level 3 inputs are unobservable for the asset or liability when there is little, if any, market activity for the asset or liability. Level 3 inputs are based on the best information available, and may include data developed by the Company. | |
Property and Equipment, Net | Property and Equipment, Net: Property and equipment is stated at cost. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets, which generally range from four years for certain vehicles and equipment to thirty-nine years for buildings. Leasehold improvements and assets recorded under capital leases are amortized on a straight-line basis over the shorter of their estimated useful lives or the terms of the leases. |
Long-Lived Assets | Long-Lived Assets: The Company evaluates the recoverability of its finite-lived intangible assets and its property and equipment by comparing their carrying values to the expected future undiscounted cash flows to be generated from such assets when events or circumstances indicate that an impairment may have occurred. |
Goodwill | Goodwill: Goodwill is tested for impairment on an annual basis, or more frequently if an event occurs or circumstances change to indicate that an impairment may have occurred. The Company performs its annual impairment test in the fourth quarter of each year. The goodwill impairment test involves a two-step process. The first step compares the fair value of a reporting unit with its carrying amount, including goodwill. No potential impairment exists if the carrying value of the reporting unit is less than its fair value. If the carrying value of the reporting unit exceeds its fair value, then the second step is necessary to measure the impairment. The second step compares the implied fair value of the reporting unit goodwill with the carrying amount of that goodwill. Any excess of the reporting unit goodwill carrying value in excess of the implied fair value is recognized as an impairment. |
Other Investments | Other Investments: Investments that do not have a readily determinable market value and in which the Company does not have a controlling financial interest are accounted for as cost-method investments or, if they Company has the ability to exert significant influence, as equity-method investments. The carrying values of equity-method investments are adjusted for either the Company’s proportionate share of the investee’s earnings, which may be reported on a lag of up to three months, or the change in fair value of the investee. Both cost-method investments and equity-method investments are monitored for indications of impairment. |
Financial Instrument Obligations | Financial Instrument Obligations: The Company recognizes a liability for short sale transactions on certain financial instruments in which the Company receives proceeds from the sale of such financial instruments and incurs obligations to deliver or purchase securities at a later date. Subsequent changes in the fair value of such obligations, determined based on the closing market price of the financial instruments, are recognized currently as gains or losses, with a comparable reclassification made between the amounts of the Company's unrestricted and restricted cash. |
Contingent Liabilities | Contingent Liabilities: The Company recognizes a liability for certain contingencies, including those related to litigation or claims or to certain governmental laws and regulations, when it is probable that an asset has been impaired or a liability has been incurred, and the amount of the loss can be reasonably estimated. |
Business Combinations | Business Combinations: The Company allocates the fair value of the total consideration of its acquisitions to the tangible assets, liabilities, and identifiable intangible assets acquired based on their estimated fair values. The excess of the fair value of the total consideration over the fair values of these identifiable assets and liabilities is recognized as goodwill. Acquisition-related expenses are recognized separately from the business combination and are expensed as incurred as a component of “selling, general, and administrative expenses.” |
Revenue Recognition | Revenue Recognition: The Company recognizes revenue at the time the service is provided to the customer. Revenue is recognized in the Energy business when the services are rendered. Revenue is recognized in the Sports business when the service is rendered or the event occurs. Amounts received from customers in advance of the service or event are deferred until such time the service is rendered or the event occurs. |
Stock-based Compensation | Stock-based Compensation: The Company recognizes compensation expense for stock options and restricted stock granted to employees and non-employee directors over the requisite service period based on the estimated fair value on the grant date. The fair value of restricted stock awards is the market price of the Company's common stock on the date of grant. The fair value of option awards is estimated using the Black-Scholes pricing model. |
Advertising expenses | Advertising expenses: Advertising costs are expensed in the period in which the advertising appears in print or is broadcast. |
Foreign Currency Translation | Foreign Currency Translation: Although the Company no longer has current operations in foreign jurisdictions, it consolidates certain foreign-based entities associated with the Predecessor Business. Assets and liabilities of foreign entities are translated from the functional currency into United States dollars using the exchange rate in effect at the balance sheet date. Revenues and expenses of foreign operations are translated from the functional currency into United States dollars using the average exchange rate for the period. Adjustments resulting from the translation into United States dollars are recognized in stockholders’ equity as “other comprehensive income (loss)”. |
Income Taxes | Income Taxes: The Company uses the asset and liability method of accounting for income taxes. Deferred tax assets and liabilities are recognized for the expected tax consequences of temporary differences between the tax bases of assets and liabilities and their reported amounts. Valuation allowances are recorded to reduce deferred tax assets to the amount that will more likely than not be realized, with changes in valuation allowances recognized in the provision for income taxes. The Company accounts for uncertainty in income taxes using a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. The Company classifies the liability for unrecognized tax benefits as current to the extent that the Company anticipates payment within one year. Interest and penalties related to uncertain tax positions are recognized in the provision for income taxes. |
Income (Loss) per Share | Income (Loss) per Share: Basic net income (loss) per share of common stock is computed by dividing net income (loss) by the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per share gives effect to all potentially dilutive common shares outstanding during the period. |
Concentration of Credit Risk | Concentration of Credit Risk: Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents, marketable securities, and trade receivables. The Company maintains its cash balances and marketable securities with high credit quality financial institutions. Deposits held with banks, including those held in foreign branches of global banks, may exceed the amount of insurance provided on such deposits. These deposits may be withdrawn upon demand and therefore bear minimal risk. The Company limits the amount of credit exposure through diversification and management regularly monitors the composition of its investment portfolio. |
The Company provides credit to customers on an uncollateralized basis after evaluating client creditworthiness. | |
Use of Estimates | Use of Estimates: The preparation of the Company’s consolidated financial statements in conformity with generally accepted accounting principles in the United States requires management to make estimates and assumptions. These estimates affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from these estimates. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards: In April 2014, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update (“ASU”) No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360), which changes the requirements for reporting discontinued operations. Pursuant to this pronouncement, the disposal of a component of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that will have a major effect on an entity’s operations and financial results. This pronouncement also requires additional disclosures for discontinued operations and requires disclosures about disposals of individually significant components of an entity that do not qualify for discontinued operations presentation in the financial statements. ASU No. 2014-08 is effective for annual reporting periods beginning after December 15, 2014, and for interim reporting period within those years. The Company does not expect the adoption of ASU No. 2014-08 to have a material effect on the consolidated financial statements. |
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which establishes a core principle, achieved through a five-step process, that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU No. 2014-09 is effective for public companies for annual reporting periods beginning after December 15, 2016, and for interim reporting periods within those years. Upon adoption, ASU No. 2014-09 can be applied either retrospectively to each reporting period presented or retrospectively with the cumulative effect of initially applying the standard recognized at the date of initial application. Early application is not permitted. The Company is evaluating the potential impact on its consolidated financial statements of adopting ASU No. 2014-09 and has not yet determined the implementation method to be used. | |
In June 2014, the FASB issued ASU No. 2014-12, Compensation — Stock Compensation (Topic 718), to address diversity in accounting for share-based payment awards that require a specific performance target to be achieved in order for employees to become eligible to vest in the awards. ASU No. 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU No. 2014-12 is effective for annual reporting periods beginning after December 15, 2015, and for interim reporting period within those years, with earlier adoption permitted. The Company does not expect the adoption of ASU No. 2014-12 to have a material effect on its consolidated financial statements. | |
In January 2015, the FASB issued ASU No. 2015-01, Income Statement—Extraordinary and Unusual Items (Subtopic 225-20), as part of its initiative to reduce complexity in accounting standards. ASU No. 2015-01 eliminates from generally accepted accounting principles the concept of extraordinary items. ASU No. 2015-01 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015, with earlier adoption permitted. A reporting entity may apply the provisions of ASU No. 2015-01 prospectively or retrospectively to all prior periods presented in the financial statements. The Company does not expect the adoption of ASU No. 2015-01 to have a material effect on its consolidated financial statements. |
Acquisitions_Tables
Acquisitions (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Business Combinations [Abstract] | ||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The estimated fair value of the assets and liabilities acquired in connection with the Black Hawk transaction was as follows: | |||||||
Amount | ||||||||
(in thousands) | ||||||||
Accounts receivable | $ | 10,114 | ||||||
Prepaid expenses and other current assets | 319 | |||||||
Property and equipment | 30,088 | |||||||
Intangible assets | 12,210 | |||||||
Accounts payable | (1,584 | ) | ||||||
Accrued expenses | (2,160 | ) | ||||||
Total net identifiable assets | 48,987 | |||||||
Goodwill | 10,576 | |||||||
Net assets acquired | $ | 59,563 | ||||||
The estimated fair value of the assets and liabilities acquired in connection with the acquisition of UK Elite was as follows: | ||||||||
Amount | ||||||||
(in thousands) | ||||||||
Cash | $ | 1,126 | ||||||
Marketable securities | 194 | |||||||
Accounts receivable | 637 | |||||||
Prepaid expenses and other current assets | 759 | |||||||
Identifiable intangible assets | 1,050 | |||||||
Other assets | 53 | |||||||
Accrued liabilities and other current liabilities | (2,577 | ) | ||||||
Deferred income taxes | (447 | ) | ||||||
Total identifiable net assets | 795 | |||||||
Non-controlling interest | (563 | ) | ||||||
Goodwill | 2,018 | |||||||
Net assets acquired | $ | 2,250 | ||||||
The estimated fair value of the assets and liabilities acquired in connection with the Eagle Well transaction was as follows: | ||||||||
Amount | ||||||||
(in thousands) | ||||||||
Property and equipment | $ | 23,842 | ||||||
Identifiable intangible assets | 14,300 | |||||||
Accrued expenses | (137 | ) | ||||||
Total net identifiable assets | 38,005 | |||||||
Goodwill | 10,126 | |||||||
Net assets acquired | $ | 48,131 | ||||||
The estimated fair value of the assets and liabilities acquired in connection with the acquisition of Sun Well was as follows: | ||||||||
Amount | ||||||||
(in thousands) | ||||||||
Cash | $ | 3,561 | ||||||
Accounts receivable | 7,233 | |||||||
Prepaid expenses and other current assets | 782 | |||||||
Property and equipment | 29,787 | |||||||
Identifiable intangible assets | 27,300 | |||||||
Other long-term assets | 714 | |||||||
Accounts payable | (1,036 | ) | ||||||
Accrued expenses and other current liabilities | (2,030 | ) | ||||||
Other long-term liabilities | (1,805 | ) | ||||||
Long-term debt | (16,000 | ) | ||||||
Capital lease obligations | (1,622 | ) | ||||||
Deferred tax liabilities | (16,539 | ) | ||||||
Total net identifiable assets | 30,345 | |||||||
Goodwill | 38,401 | |||||||
Net assets acquired | $ | 68,746 | ||||||
Business Acquisition, Pro Forma Information | The pro forma financial information is not necessarily indicative of what would have actually occurred had the acquisitions been consummated at the beginning of the year prior to the date of acquisition or results that may occur in the future. | |||||||
Year Ended December 31, | ||||||||
2013 | 2012 | |||||||
(in thousands) | ||||||||
Net revenues | $ | 182,591 | $ | 164,652 | ||||
Net income from continuing operations | $ | 27,963 | $ | 32,386 | ||||
Net income | $ | 22,423 | $ | 31,399 | ||||
Net income attributable to Steel Excel Inc. | $ | 25,767 | $ | 30,900 | ||||
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Discontinued Operations and Disposal Groups [Abstract] | ||||||||||||
Schedule of Quarterly Financial Information | The results of operations of Ruckus and The Show and the gain (loss) on the sale or disposal are presented as discontinued operations in the accompanying consolidated financial statements follows: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Revenues | $ | — | $ | 1,260 | $ | 451 | ||||||
Income (loss) from operations of discontinued operations | $ | 506 | $ | (5,540 | ) | $ | (1,935 | ) | ||||
Gain on disposal of discontinued operations | — | — | — | |||||||||
Income (loss) from discontinued operations | $ | 506 | $ | (5,540 | ) | $ | (1,935 | ) | ||||
Investments_Tables
Investments (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ||||||||||||||||||||||||
Investment | Marketable securities at December 31, 2014, consisted of the following: | |||||||||||||||||||||||
Cost | Gross | Gross | Estimated | |||||||||||||||||||||
Unrealized | Unrealized | Fair | ||||||||||||||||||||||
Gains | Losses | Value | ||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Short-term deposits | $ | 42,681 | $ | — | $ | — | $ | 42,681 | ||||||||||||||||
Mutual funds | 17,030 | 4,262 | (322 | ) | 20,970 | |||||||||||||||||||
Corporate securities | 103,761 | 7,821 | (23,732 | ) | 87,850 | |||||||||||||||||||
Corporate obligations | 32,486 | 592 | (3,441 | ) | 29,637 | |||||||||||||||||||
Total available-for-sale securities | 195,958 | 12,675 | (27,495 | ) | 181,138 | |||||||||||||||||||
Amounts classified as cash equivalents | (42,681 | ) | — | — | (42,681 | ) | ||||||||||||||||||
Amounts classified as marketable securities | $ | 153,277 | $ | 12,675 | $ | (27,495 | ) | $ | 138,457 | |||||||||||||||
Marketable securities at December 31, 2013, consisted of the following: | ||||||||||||||||||||||||
Cost | Gross | Gross | Estimated | |||||||||||||||||||||
Unrealized | Unrealized | Fair | ||||||||||||||||||||||
Gains | Losses | Value | ||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Short-term deposits | $ | 60,909 | $ | — | $ | — | $ | 60,909 | ||||||||||||||||
Mutual funds | 15,722 | 5,061 | — | 20,783 | ||||||||||||||||||||
United States government securities | 50,356 | 23 | — | 50,379 | ||||||||||||||||||||
Corporate securities | 69,806 | 9,961 | (5,208 | ) | 74,559 | |||||||||||||||||||
Corporate obligations | 31,356 | 885 | (276 | ) | 31,965 | |||||||||||||||||||
Commercial paper | 1,799 | — | — | 1,799 | ||||||||||||||||||||
Total available-for-sale securities | 229,948 | 15,930 | (5,484 | ) | 240,394 | |||||||||||||||||||
Amounts classified as cash equivalents | (61,909 | ) | — | — | (61,909 | ) | ||||||||||||||||||
Amounts classified as marketable securities | $ | 168,039 | $ | 15,930 | $ | (5,484 | ) | $ | 178,485 | |||||||||||||||
Available-for-sale Securities | Gross realized gains and losses from sales of marketable securities, all of which are reported as a component of "Other income (expense), net" in the consolidated statements of operations, were as follows: | |||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Gross realized gains | $ | 8,065 | $ | 6,984 | $ | 628 | ||||||||||||||||||
Gross realized losses | (4,300 | ) | (4,376 | ) | (346 | ) | ||||||||||||||||||
Realized gains, net | $ | 3,765 | $ | 2,608 | $ | 282 | ||||||||||||||||||
Schedule of Unrealized Loss on Investments | The fair value of the Company’s marketable securities with unrealized losses at December 31, 2014, all of which had unrealized losses for periods of less than twelve months, were as follows: | |||||||||||||||||||||||
Fair | Gross | |||||||||||||||||||||||
Value | Unrealized | |||||||||||||||||||||||
Losses | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Corporate securities | $ | 39,869 | $ | (23,732 | ) | |||||||||||||||||||
Corporate obligations | 13,530 | (3,441 | ) | |||||||||||||||||||||
Mutual funds | $ | 4,873 | $ | (322 | ) | |||||||||||||||||||
Total | $ | 58,272 | $ | (27,495 | ) | |||||||||||||||||||
The fair value of the Company’s marketable securities with unrealized losses at December 31, 2013, and the duration of time that such losses had been unrealized, were as follows: | ||||||||||||||||||||||||
Less than 12 Months | 12 Months or Greater | Total | ||||||||||||||||||||||
Fair | Gross | Fair | Gross | Fair | Gross | |||||||||||||||||||
Value | Unrealized | Value | Unrealized | Value | Unrealized | |||||||||||||||||||
Losses | Losses | Losses | ||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Corporate securities | $ | 15,609 | $ | (4,757 | ) | $ | 803 | $ | (451 | ) | $ | 16,412 | $ | (5,208 | ) | |||||||||
Corporate obligations | 10,477 | (276 | ) | — | — | 10,477 | (276 | ) | ||||||||||||||||
Total | $ | 26,086 | $ | (5,033 | ) | $ | 803 | $ | (451 | ) | $ | 26,889 | $ | (5,484 | ) | |||||||||
Investments Classified by Contractual Maturity Date | The amortized cost and estimated fair value of available-for-sale debt securities and marketable securities with no contractual maturities at December 31, 2014, by contractual maturity, were as follows: | |||||||||||||||||||||||
Cost | Estimated | |||||||||||||||||||||||
Fair Value | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Debt securities: | ||||||||||||||||||||||||
Mature in one year or less | $ | 212 | $ | 186 | ||||||||||||||||||||
Mature after one year through three years | — | — | ||||||||||||||||||||||
Mature in more than three years | 32,274 | 29,451 | ||||||||||||||||||||||
Total debt securities | 32,486 | 29,637 | ||||||||||||||||||||||
Securities with no contractual maturities | 163,472 | 151,501 | ||||||||||||||||||||||
Total | $ | 195,958 | $ | 181,138 | ||||||||||||||||||||
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | As of December 31, 2014, the Company's financial instrument obligations consisted of the following: | |||||||||||||||||||||||
Initial Obligation | Estimated | |||||||||||||||||||||||
Fair Value | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Corporate securities | $ | 666 | $ | 621 | ||||||||||||||||||||
Market indices | 18,685 | 20,451 | ||||||||||||||||||||||
Covered call options | 7 | 4 | ||||||||||||||||||||||
Naked put options | 109 | 235 | ||||||||||||||||||||||
Total | $ | 19,467 | $ | 21,311 | ||||||||||||||||||||
Equity Method Investments | The summarized balance sheet and income statement information is included for the periods during which such investments were accounted for as equity-method investments. | |||||||||||||||||||||||
Amount | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Current assets | $ | 115,532 | ||||||||||||||||||||||
Non-current assets | $ | 179,161 | ||||||||||||||||||||||
Current liabilities | $ | 42,200 | ||||||||||||||||||||||
Non-current liabilities | $ | 132,681 | ||||||||||||||||||||||
Revenues | $ | 131,290 | ||||||||||||||||||||||
Gross profit | $ | 29,841 | ||||||||||||||||||||||
Net loss | $ | (8,046 | ) | |||||||||||||||||||||
The following table summarizes the Company's equity-method investments. | ||||||||||||||||||||||||
Ownership | Carrying Value | Income (Loss) Recognized | ||||||||||||||||||||||
December 31, | December 31, | Fiscal Year Ended December 31, | ||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Traditional equity method | ||||||||||||||||||||||||
Again Faster | 40 | % | 40 | % | 3,105 | 3,671 | (566 | ) | (329 | ) | ||||||||||||||
iGo | 46.9 | % | 44.7 | % | 2,600 | 4,668 | (2,068 | ) | (533 | ) | ||||||||||||||
Fair value option | ||||||||||||||||||||||||
API | 20.6 | % | 24,355 | — | (3,436 | ) | — | |||||||||||||||||
Total | $ | 30,060 | $ | 8,339 | $ | (6,070 | ) | $ | (862 | ) | ||||||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value, Assets Measured on Recurring Basis | Assets measured at fair value on a recurring basis at December 31, 2014, summarized by measurement input category, were as follows: | |||||||||||||||
Total | Level 1 | Level 2 | Level 3 | |||||||||||||
(in thousands) | ||||||||||||||||
Assets | ||||||||||||||||
Cash, including short-term deposits(1) | $ | 51,910 | $ | 51,910 | $ | — | $ | — | ||||||||
Restricted cash | ||||||||||||||||
Mutual funds(2) | 20,970 | 20,970 | — | — | ||||||||||||
Corporate securities(2) | 87,850 | 72,798 | — | 15,052 | ||||||||||||
Corporate obligations(2) | 29,637 | — | 10,793 | 18,844 | ||||||||||||
Investments in certain funds(3) | 525 | — | — | 525 | ||||||||||||
$ | 190,892 | $ | 145,678 | $ | 10,793 | $ | 34,421 | |||||||||
Liabilities | ||||||||||||||||
Financial instrument obligations | $ | (21,311 | ) | $ | (21,311 | ) | $ | — | $ | — | ||||||
-1 | Reported within "Cash and cash equivalents." | |||||||||||||||
-2 | Reported within “Marketable securities.” | |||||||||||||||
-3 | Reported within "Other investments." | |||||||||||||||
Assets and liabilities measured at fair value on a recurring basis at December 31, 2013, summarized by measurement input category, were as follows: | ||||||||||||||||
Total | Level 1 | Level 2 | Level 3 | |||||||||||||
(in thousands) | ||||||||||||||||
Assets | ||||||||||||||||
Cash, including short-term deposits(1) | $ | 72,602 | $ | 72,602 | $ | — | $ | — | ||||||||
Mutual funds(2) | 20,783 | 20,783 | — | — | ||||||||||||
United States government securities(2) | 50,379 | 50,379 | — | — | ||||||||||||
Corporate securities(2) | 74,559 | 68,624 | — | 5,935 | ||||||||||||
Commercial paper(3) | 1,799 | — | 1,799 | — | ||||||||||||
Corporate obligations(2) | 31,965 | — | 14,535 | 17,430 | ||||||||||||
Investments in certain funds(4) | 844 | — | — | 844 | ||||||||||||
$ | 252,931 | $ | 212,388 | $ | 16,334 | $ | 24,209 | |||||||||
-1 | Reported within "Cash and cash equivalents." | |||||||||||||||
-2 | Reported within “Marketable securities.” | |||||||||||||||
-3 | $1.0 million reported within "Cash and cash equivalents" and $0.8 million reported within "Marketable securities." | |||||||||||||||
-4 | Reported within "Other investments". | |||||||||||||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | Changes in the fair value of assets valued using Level 3 measurement inputs during the years ended December 31, 2014 and 2013, were as follows: | |||||||||||||||
Year Ended December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
(in thousands) | ||||||||||||||||
Balance, beginning of period | $ | 24,209 | $ | 2,804 | ||||||||||||
Purchases | 13,294 | 45,383 | ||||||||||||||
Sales | (5,001 | ) | (23,034 | ) | ||||||||||||
Realized gain on sale | (129 | ) | 1,556 | |||||||||||||
Change in fair value | 2,048 | (2,500 | ) | |||||||||||||
Balance, end of period | $ | 34,421 | $ | 24,209 | ||||||||||||
Property_and_Equipment_Net_Tab
Property and Equipment, Net (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property and Equipment | Property and equipment at December 31, 2014 and 2013, consisted of the following: | |||||||
December 31, 2014 | December 31, 2013 | |||||||
(in thousands) | ||||||||
Rigs and other equipment | $ | 115,391 | $ | 100,859 | ||||
Buildings and improvements | 18,977 | 17,923 | ||||||
Land | 1,893 | 1,893 | ||||||
Vehicles | 2,197 | 1,869 | ||||||
Furniture and fixtures | 673 | 494 | ||||||
Assets in progress | 644 | 1,114 | ||||||
139,775 | 124,152 | |||||||
Accumulated depreciation | (32,588 | ) | (18,262 | ) | ||||
Property and equipment, net | $ | 107,187 | $ | 105,890 | ||||
Goodwill_and_Other_Intangible_1
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||||||
Schedule of Finite-Lived Intangible Assets | The Company's intangible assets at December 31, 2014 and 2013, all of which are subject to amortization, consisted of the following: | |||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||
Cost | Accumulated | Net | Cost | Accumulated | Net | |||||||||||||||||||
Amortization | Amortization | |||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Energy segment: | ||||||||||||||||||||||||
Customer relationships | $ | 54,430 | $ | (21,938 | ) | $ | 32,492 | $ | 54,430 | $ | (13,700 | ) | $ | 40,730 | ||||||||||
Trade names | 4,860 | (3,161 | ) | 1,699 | 4,860 | (2,315 | ) | 2,545 | ||||||||||||||||
Non-compete agreement | 120 | (25 | ) | 95 | 120 | — | 120 | |||||||||||||||||
59,410 | (25,124 | ) | 34,286 | 59,410 | (16,015 | ) | 43,395 | |||||||||||||||||
Sports segment: | ||||||||||||||||||||||||
Customer relationships | 2,089 | (678 | ) | 1,411 | 1,163 | (230 | ) | 933 | ||||||||||||||||
Trade names | 122 | (37 | ) | 85 | 122 | (12 | ) | 110 | ||||||||||||||||
2,211 | (715 | ) | 1,496 | 1,285 | (242 | ) | 1,043 | |||||||||||||||||
Total | $ | 61,621 | $ | (25,839 | ) | $ | 35,782 | $ | 60,695 | $ | (16,257 | ) | $ | 44,438 | ||||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Estimated aggregate amortization expense related to the intangible assets for the next five years and thereafter is as follows: | |||||||||||||||||||||||
Amount | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
For the year ended December 31: | ||||||||||||||||||||||||
2015 | $ | 8,211 | ||||||||||||||||||||||
2016 | 7,202 | |||||||||||||||||||||||
2017 | 5,972 | |||||||||||||||||||||||
2018 | 5,229 | |||||||||||||||||||||||
2019 | 2,814 | |||||||||||||||||||||||
Thereafter | 6,354 | |||||||||||||||||||||||
$ | 35,782 | |||||||||||||||||||||||
Schedule of Goodwill | The changes to the Company’s carrying amount of goodwill were as follows: | |||||||||||||||||||||||
Year Ended December 31, 2014 | Year Ended December 31, 2013 | |||||||||||||||||||||||
Energy | Sports | Total | Energy | Sports | Total | |||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Balance at beginning of period | $ | 65,359 | $ | 2,171 | $ | 67,530 | $ | 52,939 | $ | 154 | $ | 53,093 | ||||||||||||
Acquisitions | — | — | — | 10,576 | 5,594 | 16,170 | ||||||||||||||||||
Adjustment to fair value | — | — | — | 1,844 | — | 1,844 | ||||||||||||||||||
Impairments | (36,666 | ) | — | (36,666 | ) | — | (3,577 | ) | (3,577 | ) | ||||||||||||||
Balance at end of period | $ | 28,693 | $ | 2,171 | $ | 30,864 | $ | 65,359 | $ | 2,171 | $ | 67,530 | ||||||||||||
Schedule of Intangible Assets and Goodwill | The components of goodwill at December 31, 2014 and 2013, were as follows: | |||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Goodwill | $ | 73,095 | $ | 73,095 | ||||||||||||||||||||
Accumulated impairment | (42,231 | ) | (5,565 | ) | ||||||||||||||||||||
Net goodwill | $ | 30,864 | $ | 67,530 | ||||||||||||||||||||
Longterm_Debt_Tables
Long-term Debt (Tables) | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
Debt Disclosure [Abstract] | ||||||
Assets Pledged as Collateral | The carrying values as of December 31, 2014, of the assets pledged as collateral by Steel Energy Services and its subsidiaries under the Amended Credit Agreement were as follows: | |||||
Amount | ||||||
(in thousands) | ||||||
Cash and cash equivalents | $ | 29,198 | ||||
Accounts receivable | 26,741 | |||||
Property and equipment, net | 99,034 | |||||
Intangible assets, net | 34,286 | |||||
Total | $ | 189,259 | ||||
Schedule of Maturities of Long-term Debt | Principal payments under the Amended Credit Agreement for subsequent years are as follows: | |||||
Amount | ||||||
(in thousands) | ||||||
2015 | $ | 13,214 | ||||
2016 | 13,214 | |||||
2017 | 13,214 | |||||
2018 | 39,643 | |||||
Total | 79,285 | |||||
Less current portion | 13,214 | |||||
Total long-term debt | $ | 66,071 | ||||
Leases_Tables
Leases (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Leases [Abstract] | ||||||||
Schedule of Future Minimum Rental Payments for Operating and Capital Leases | Future minimum rental payments required under capital leases and operating leases that have initial or remaining non-cancelable lease terms in excess of one year are as follows: | |||||||
Operating | Capital | |||||||
(in thousands) | ||||||||
For the year ended December 31, | ||||||||
2015 | $ | 1,092 | $ | 437 | ||||
2016 | 1,043 | 178 | ||||||
2017 | 664 | — | ||||||
2018 | 347 | — | ||||||
2019 | 254 | — | ||||||
Thereafter | 782 | — | ||||||
Total minimum lease payments | $ | 4,182 | 615 | |||||
Less amount representing interest | (26 | ) | ||||||
Present value of net minimum lease payments | 589 | |||||||
Less current portion | (412 | ) | ||||||
Capital lease obligations, net of current portion | $ | 177 | ||||||
Schedule of Capital Leased Assets | Assets recorded under capital leases are included in property and equipment (see Note 7) as follows: | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Rigs and other equipment | $ | 1,871 | $ | 1,871 | ||||
Accumulated depreciation | (559 | ) | (343 | ) | ||||
Net | $ | 1,312 | $ | 1,528 | ||||
Other_Liabilities_Tables
Other Liabilities (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Other Liabilities Disclosure [Abstract] | ||||||||
Schedule of Accrued Liabilities | “Accrued expenses and other current liabilities” consisted of the following: | |||||||
December 31, 2014 | December 31, 2013 | |||||||
(in thousands) | ||||||||
Tax-related | $ | 238 | $ | 385 | ||||
Accrued compensation and related taxes | 5,471 | 4,517 | ||||||
Deferred revenue | 1,308 | 857 | ||||||
Professional services | 763 | 608 | ||||||
Accrued fuel and rig-related charges | 601 | 889 | ||||||
Other | 535 | 507 | ||||||
$ | 8,916 | $ | 7,763 | |||||
Other_Income_Expense_net_Table
Other Income (Expense), net (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Other Income and Expenses [Abstract] | ||||||||||||
Schedule of Other Nonoperating Income (Expense) | “Other income (expense), net” consisted of the following: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Investment income | $ | 6,621 | $ | 4,804 | $ | 1,903 | ||||||
Realized gain on sale of marketable securities, net | 3,765 | 2,608 | 282 | |||||||||
Realized loss on financial instrument obligation | (1,821 | ) | — | — | ||||||||
Realized loss upon change to equity method at fair value | (568 | ) | — | — | ||||||||
Foreign exchange loss | (1,059 | ) | — | — | ||||||||
Gain (loss) on sale of property and equipment | 191 | 132 | (819 | ) | ||||||||
Loss on extinguishment of debt | — | (463 | ) | — | ||||||||
Other | (71 | ) | (7 | ) | (299 | ) | ||||||
Other income (expense), net | $ | 7,058 | $ | 7,074 | $ | 1,067 | ||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Schedule of Components of Income Tax Expense (Benefit) | The components of the benefit from income taxes were as follows: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Federal: | ||||||||||||
Current | $ | (191 | ) | $ | 14 | $ | 34 | |||||
Deferred | 105 | 3,402 | 15,066 | |||||||||
(86 | ) | 3,416 | 15,100 | |||||||||
Foreign: | ||||||||||||
Current | 1,719 | 7,281 | 1,373 | |||||||||
Deferred | — | (1,696 | ) | — | ||||||||
1,719 | 5,585 | 1,373 | ||||||||||
State: | ||||||||||||
Current | (403 | ) | 509 | (979 | ) | |||||||
Deferred | 93 | (168 | ) | 218 | ||||||||
(310 | ) | 341 | (761 | ) | ||||||||
$ | 1,323 | $ | 9,342 | $ | 15,712 | |||||||
Schedule of Income before Income Tax, Domestic and Foreign | The components of income (loss) from continuing operations before income taxes were as follows: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Domestic | $ | (25,580 | ) | $ | 6,990 | $ | 6,326 | |||||
Foreign | (12 | ) | 59 | 141 | ||||||||
$ | (25,592 | ) | $ | 7,049 | $ | 6,467 | ||||||
Schedule of Effective Income Tax Rate Reconciliation | The benefit for income taxes varied from the Federal statutory income tax rate due to the following: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | ||||||
State taxes, net of federal benefit | (0.5 | )% | (8.1 | )% | 15.1 | % | ||||||
Foreign losses not benefited | — | % | (0.3 | )% | (0.6 | )% | ||||||
Changes in tax reserves | 0.2 | % | (78.6 | )% | (53.9 | )% | ||||||
Change in valuation allowance | 30.3 | % | (78.7 | )% | (263.5 | )% | ||||||
Permanent differences | (64.6 | )% | (1.8 | )% | 24.6 | % | ||||||
Foreign tax refund | 6.5 | % | — | % | — | % | ||||||
Other | (1.7 | )% | — | % | 0.3 | % | ||||||
5.2 | % | (132.5 | )% | (243.0 | )% | |||||||
Schedule of Deferred Tax Assets and Liabilities | The components of the deferred tax assets and liabilities were as follows: | |||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
(in thousands) | ||||||||||||
Deferred tax assets | ||||||||||||
Net operating loss carryforward | $ | 49,096 | $ | 61,212 | ||||||||
Research and development credits | 33,484 | 33,484 | ||||||||||
Compensatory and other accruals | 2,698 | 1,800 | ||||||||||
Unrealized losses on investments | 5,265 | — | ||||||||||
Intangible assets | 819 | — | ||||||||||
Foreign tax credits | 201 | — | ||||||||||
Other, net | 3,725 | 1,785 | ||||||||||
Gross deferred tax assets | 95,288 | 98,281 | ||||||||||
Deferred tax liabilities: | ||||||||||||
Unremitted foreign earnings | — | 7,001 | ||||||||||
Unrealized gains on investments | — | 3,704 | ||||||||||
Intangible assets | — | 6,525 | ||||||||||
Fixed assets | 19,128 | 13,354 | ||||||||||
Gross deferred tax liabilities | 19,128 | 30,584 | ||||||||||
Net deferred tax asset before valuation allowance | 76,160 | 67,697 | ||||||||||
Valuation Allowance | (78,018 | ) | (69,753 | ) | ||||||||
Net deferred tax liability | $ | (1,858 | ) | $ | (2,056 | ) | ||||||
Schedule Of Classification in The Balance Sheet of Deferred Tax Assets and Liabilities | The components of the Company's deferred tax assets and deferred tax liabilities were classified in the consolidated balance sheets as follows: | |||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
(in thousands) | ||||||||||||
Deferred income tax assets - current | $ | 1,696 | $ | — | ||||||||
Deferred income tax assets - non-current | 80 | 1,556 | ||||||||||
Total deferred income tax assets | 1,776 | 1,556 | ||||||||||
Deferred income tax liabilities - current | 85 | 3,612 | ||||||||||
Deferred income tax liabilities - non-current | 3,549 | — | ||||||||||
Total deferred income tax liabilities | 3,634 | 3,612 | ||||||||||
Net deferred income tax liability | $ | (1,858 | ) | $ | (2,056 | ) | ||||||
Schedule of Unrecognized Tax Benefits Roll Forward | The changes in unrecognized tax positions were as follows: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Balance at beginning of period | $ | 19,121 | $ | 26,419 | $ | 29,903 | ||||||
Tax positions related to prior year: | ||||||||||||
Additions | — | — | — | |||||||||
Expiration of statute of limitations | (45 | ) | (7,298 | ) | — | |||||||
Settlements | — | — | (3,484 | ) | ||||||||
Balance at ending of period | $ | 19,076 | $ | 19,121 | $ | 26,419 | ||||||
Stock_Benefit_Plans_Tables
Stock Benefit Plans (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The following weighted average assumptions were used in calculating the fair value of the stock options granted in 2012 under the Equity Plans: | |||||||||||||
Expected life (in years) | 1.1 | |||||||||||||
Risk-free interest rate | 0.20% | |||||||||||||
Expected volatility | 58% | |||||||||||||
Dividend yield | — | |||||||||||||
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan | Stock-based compensation expense by type of equity-based award, all of which was recognized as a component of "Selling, general, and administrative expenses" in the consolidated statements of operations for the years ended December 31, 2014, 2013, and 2012, was as follows: | |||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
(in thousands) | ||||||||||||||
Stock options | $ | 36 | $ | 91 | $ | 92 | ||||||||
Restricted stock | 2,770 | 1,949 | 1,395 | |||||||||||
Total stock-based compensation | $ | 2,806 | $ | 2,040 | $ | 1,487 | ||||||||
Schedule of Stock Options Roll Forward | Information relating to outstanding and exercisable stock options under the Equity Plans at December 31, 2014, is summarized in the following table. All stock option grants had exercise prices equal to or greater than the market price on the grant date. | |||||||||||||
Shares | Weighted Average Exercise Price | Weighted-Average Remaining Contractual Term (Years) | Aggregate Intrinsic Value | |||||||||||
(in thousands) | (in thousands) | |||||||||||||
Outstanding, December 31, 2014 | 56 | $ | 30.14 | 4.2 | $ | — | ||||||||
Exercisable, December 31, 2014 | 55 | $ | 30.17 | 4.2 | $ | — | ||||||||
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | Information relating to restricted stock activity in the Equity Plans for the year ended December 31, 2014, is summarized in the following table. | |||||||||||||
Shares | Weighted Average Grant Date Fair Value | |||||||||||||
(in thousands) | ||||||||||||||
Non-vested stock, January 1, 2014 | 142 | $ | 28.19 | |||||||||||
Awarded | 24 | $ | 32.69 | |||||||||||
Vested | (97 | ) | $ | 28.21 | ||||||||||
Forfeited | (12 | ) | $ | 28.07 | ||||||||||
Non-vested stock, December 31, 2014 | 57 | $ | 30.1 | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable | Information relating to the fair value of grants of equity awards and the fair value of restricted shares vested for the years ended December 31, 2014, 2013, and 2012 is summarized in the following table. No stock options were exercised for the years ended December 31, 2014, 2013, and 2012. | |||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
(in thousands) | ||||||||||||||
Weighted average fair value on grant date: | ||||||||||||||
Options | $ | — | $ | — | $ | 27 | ||||||||
Restricted stock | $ | 788 | $ | 3,977 | $ | 2,795 | ||||||||
Fair value of restricted stock vested | $ | 2,739 | $ | 2,797 | $ | 415 | ||||||||
Net_Income_Loss_Per_Share_Tabl
Net Income (Loss) Per Share (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Earnings Per Share [Abstract] | ||||||||||||
Schedule of Calculation of Numerator and Denominator in Earnings Per Share | Amounts used in the calculation of basic and diluted net income (loss) per share of common stock for the years ended December 31, 2014, 2013. and 2012, were as follows: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands, except per share data) | ||||||||||||
Numerators: | ||||||||||||
Net income (loss) from continuing operations | $ | (24,269 | ) | $ | 16,391 | $ | 22,179 | |||||
Non-controlling interest | 235 | 156 | 22 | |||||||||
Net income (loss) from continuing operations attributable to Steel Excel Inc. | $ | (24,034 | ) | $ | 16,547 | $ | 22,201 | |||||
Income (loss) from discontinued operations | $ | 506 | $ | (5,540 | ) | $ | (1,935 | ) | ||||
Non-controlling interest | (279 | ) | 3,188 | 427 | ||||||||
Income (loss) from discontinued operations attributable to Steel Excel Inc. | $ | 227 | $ | (2,352 | ) | $ | (1,508 | ) | ||||
Net income (loss) attributable to Steel Excel Inc. | $ | (23,807 | ) | $ | 14,195 | $ | 20,693 | |||||
Denominators: | ||||||||||||
Basic weighted average common shares outstanding | 11,678 | 12,584 | 12,110 | |||||||||
Effect of dilutive securities - stock-based awards | — | 18 | 23 | |||||||||
Diluted weighted average common shares outstanding | 11,678 | 12,602 | 12,133 | |||||||||
Basic income (loss) per share attributable to Steel Excel Inc.: | ||||||||||||
Net income (loss) from continuing operations | $ | (2.06 | ) | $ | 1.31 | $ | 1.83 | |||||
Income (loss) from discontinued operations, net of taxes | $ | 0.02 | $ | (0.19 | ) | $ | (0.12 | ) | ||||
Net income (loss) | $ | (2.04 | ) | $ | 1.13 | $ | 1.71 | |||||
Diluted income (loss) per share attributable to Steel Excel Inc.: | ||||||||||||
Net income (loss) from continuing operations | $ | (2.06 | ) | $ | 1.31 | $ | 1.83 | |||||
Income (loss) from discontinued operations, net of taxes | $ | 0.02 | $ | (0.19 | ) | $ | (0.12 | ) | ||||
Net income (loss) | $ | (2.04 | ) | $ | 1.13 | $ | 1.71 | |||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Equity [Abstract] | ||||||||||||
Schedule of Accumulated Other Comprehensive Income | Changes in the components of "Accumulated other comprehensive income (loss)" were as follows: | |||||||||||
Unrealized | Cumulative | Total | ||||||||||
Gain (Loss) on | Translation | |||||||||||
Securities | Adjustment | |||||||||||
(in thousands) | ||||||||||||
Balance at December 31, 2013 | $ | 6,921 | $ | (405 | ) | $ | 6,516 | |||||
Other comprehensive income (loss) before reclassifications | (20,043 | ) | 20 | (20,023 | ) | |||||||
Reclassifications from accumulated other comprehensive income | (5,223 | ) | — | (5,223 | ) | |||||||
Current period other comprehensive income (loss) | (25,266 | ) | 20 | (25,246 | ) | |||||||
Balance at December 31, 2014 | $ | (18,345 | ) | $ | (385 | ) | $ | (18,730 | ) |
Supplemental_Cash_Flows_Inform
Supplemental Cash Flows Information (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Supplemental Cash Flow Elements [Abstract] | ||||||||||||
Schedule of Cash Flow, Supplemental Disclosures | Cash paid for interest and income taxes and non-cash investing and financing activities for the years ended December 31, 2014, 2013, and 2012, were as follows: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Interest paid | $ | 2,707 | $ | 1,304 | $ | 434 | ||||||
Income taxes paid (refunded) - net | $ | (1,507 | ) | $ | 916 | $ | (1,130 | ) | ||||
Non-cash investing and financing activities: | ||||||||||||
Reclassification of available-for-sale securities to equity method investment | $ | 27,647 | $ | — | $ | — | ||||||
Securities received in exchange for financial instrument obligations | $ | 20,007 | $ | — | $ | — | ||||||
Securities delivered in exchange for settlement of financial instrument obligations | $ | 520 | $ | — | $ | — | ||||||
Contribution of note payable by non-controlling interest | $ | 268 | $ | — | $ | — | ||||||
Restricted stock awards returned in connection with net-share settlement upon vesting | $ | 120 | $ | — | $ | — | ||||||
Non-controlling interests recognized in connection with acquisitions | $ | — | $ | 2,896 | $ | 82 | ||||||
Issuance of common stock for acquisition of Sun Well | $ | — | $ | — | $ | 60,825 | ||||||
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | Segment information relating to the Company's results of continuing operations was as follows: | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Revenues | ||||||||||||
Energy | $ | 191,608 | $ | 109,624 | $ | 97,191 | ||||||
Sports | 18,540 | 10,404 | 2,913 | |||||||||
Total revenues | $ | 210,148 | $ | 120,028 | $ | 100,104 | ||||||
Operating income (loss) before goodwill impairments | ||||||||||||
Energy | $ | 29,889 | $ | 12,381 | $ | 16,837 | ||||||
Sports | (2,161 | ) | (1,408 | ) | (1,869 | ) | ||||||
Total segment operating income | 27,728 | 10,973 | 14,968 | |||||||||
Corporate and other business activities | (14,465 | ) | (8,411 | ) | (8,959 | ) | ||||||
Impairment of goodwill | (36,666 | ) | — | (192 | ) | |||||||
Interest expense | (3,177 | ) | (1,725 | ) | (417 | ) | ||||||
Other income (expense), net | 7,058 | 7,074 | 1,067 | |||||||||
Income (loss) from continuing operations before income taxes | $ | (19,522 | ) | $ | 7,911 | $ | 6,467 | |||||
Depreciation and amortization expense: | ||||||||||||
Energy | $ | 22,530 | $ | 18,392 | $ | 14,785 | ||||||
Sports | $ | 1,626 | 793 | 518 | ||||||||
Total depreciation and amortization expense | $ | 24,156 | $ | 19,185 | $ | 15,303 | ||||||
Reconciliation of Assets from Segment to Consolidated | Segment information related to the Company's assets was as follows: | |||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||
(in thousands) | ||||||||||||
Total assets | ||||||||||||
Energy | $ | 220,262 | $ | 244,401 | ||||||||
Sports | 18,625 | 20,495 | ||||||||||
Corporate and other business activities | 240,467 | 273,798 | ||||||||||
Total assets | $ | 479,354 | $ | 538,694 | ||||||||
Capital expenditures | ||||||||||||
Energy | $ | 15,313 | $ | 5,846 | ||||||||
Sports | $ | 626 | $ | 3,086 | ||||||||
Total capital expenditures | $ | 15,939 | $ | 8,932 | ||||||||
Selected_Quarterly_Financial_D1
Selected Quarterly Financial Data (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Income Statement [Abstract] | ||||||||||||||||
Schedule of Quarterly Financial Information | Selected Quarterly Financial Data (Unaudited) | |||||||||||||||
Quarter Ended: | ||||||||||||||||
31-Mar | 30-Jun | 30-Sep | December 31 (A) | |||||||||||||
(in thousands, except per-share data) | ||||||||||||||||
Year Ended December 31, 2014 | ||||||||||||||||
Net revenues | $ | 45,159 | $ | 51,924 | $ | 58,583 | $ | 54,482 | ||||||||
Gross profits | $ | 10,849 | $ | 15,738 | $ | 17,984 | $ | 14,598 | ||||||||
Net income (loss) from continuing operations | $ | 4,065 | $ | 8,732 | $ | (945 | ) | $ | (36,121 | ) | ||||||
Net income (loss) | $ | 4,065 | $ | 8,732 | $ | (945 | ) | $ | (35,615 | ) | ||||||
Net income (loss) attributable to Steel Excel Inc. | $ | 4,391 | $ | 8,743 | $ | (1,183 | ) | $ | (35,758 | ) | ||||||
Net income (loss) from continuing operations attributable to Steel Excel Inc. | $ | 4,391 | $ | 8,743 | $ | (1,183 | ) | $ | (35,985 | ) | ||||||
Net income (loss) from continuing operations attributable to Steel Excel Inc. per share of common stock | ||||||||||||||||
Basic | $ | 0.37 | $ | 0.74 | $ | (0.10 | ) | $ | (3.15 | ) | ||||||
Diluted | $ | 0.37 | $ | 0.73 | $ | (0.10 | ) | $ | (3.15 | ) | ||||||
Year Ended December 31, 2013 | ||||||||||||||||
Net revenues | $ | 26,351 | $ | 28,761 | $ | 31,420 | $ | 33,496 | ||||||||
Gross profits | $ | 7,686 | $ | 8,705 | $ | 8,080 | $ | 10,172 | ||||||||
Net income from continuing operations | $ | 3,369 | $ | 1,080 | $ | 3,047 | $ | 8,895 | ||||||||
Net income | $ | 2,974 | $ | 886 | $ | 2,159 | $ | 4,832 | ||||||||
Net income attributable to Steel Excel Inc. | $ | 3,310 | $ | 1,071 | $ | 2,470 | $ | 7,344 | ||||||||
Net income from continuing operations attributable to Steel Excel Inc. | $ | 3,389 | $ | 1,116 | $ | 2,869 | $ | 9,173 | ||||||||
Net income from continuing operations attributable to Steel Excel Inc. per share of common stock | ||||||||||||||||
Basic | $ | 0.26 | $ | 0.09 | $ | 0.23 | $ | 0.75 | ||||||||
Diluted | $ | 0.26 | $ | 0.09 | $ | 0.23 | $ | 0.75 | ||||||||
(A) Includes goodwill impairments of $36.7 million and a foreign tax benefit of $1.7 million. |
Organization_and_Basis_of_Pres1
Organization and Basis of Presentation (Detail) | 12 Months Ended | 1 Months Ended |
Dec. 31, 2014 | Jun. 30, 2014 | |
segment | ||
Schedule of Equity Method Investments [Line Items] | ||
Number of reportable segments | 2 | |
Percentage Owned By Steel Partners | Steel Excel | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership | 58.00% | |
Reverse Stock Split | ||
Schedule of Equity Method Investments [Line Items] | ||
Conversion ratio | 0.002 | |
Forward Stock Split | ||
Schedule of Equity Method Investments [Line Items] | ||
Conversion ratio | 500 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Concentration Risk [Line Items] | ||||
Impairment of goodwill | $36,700,000 | $36,666,000 | $0 | $192,000 |
Advertising expense | $200,000 | $100,000 | $100,000 | |
Credit Concentration Risk | Sales Revenue | ||||
Concentration Risk [Line Items] | ||||
Number of customers | 5 | 5,000 | ||
Concentration risk (as a percent) | 61.20% | 51.30% | ||
Credit Concentration Risk | Accounts Receivable | ||||
Concentration Risk [Line Items] | ||||
Concentration risk (as a percent) | 65.50% | 42.30% |
Acquisitions_Narrative_Details
Acquisitions Narrative (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | 0 Months Ended | 1 Months Ended | ||||||||||
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 16, 2013 | Feb. 09, 2012 | 31-May-12 | Dec. 07, 2011 | Jan. 31, 2013 | Nov. 30, 2013 | Jan. 31, 2013 | Jul. 31, 2013 | Jun. 19, 2013 | Nov. 05, 2012 | Aug. 15, 2011 | Jul. 31, 2012 | 31-May-13 | |
director | facility | ||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Net revenues | $182,591,000 | $164,652,000 | |||||||||||||||
Net income | 22,423,000 | 31,399,000 | |||||||||||||||
Impairment of goodwill | 36,700,000 | 36,666,000 | 0 | 192,000 | |||||||||||||
Goodwill | 30,864,000 | 30,864,000 | 67,530,000 | 53,093,000 | |||||||||||||
Provider of Soccer Clinics | UK Elite | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Total purchase price | 500,000 | ||||||||||||||||
Number of businesses acquired | 3 | ||||||||||||||||
Purchase price | 1,000,000 | ||||||||||||||||
Current assets | 200,000 | 200,000 | |||||||||||||||
Current liabilities | 600,000 | 600,000 | |||||||||||||||
Intangible assets | 900,000 | 900,000 | |||||||||||||||
Black Hawk | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Total purchase price | 59,600,000 | ||||||||||||||||
Purchase price, in cash | 34,600,000 | ||||||||||||||||
Purchase price, additional borrowings | 25,000,000 | ||||||||||||||||
Net revenues | 2,500,000 | ||||||||||||||||
Net income | 800,000 | ||||||||||||||||
Goodwill | 10,576,000 | ||||||||||||||||
Intangible assets | 12,210,000 | ||||||||||||||||
Black Hawk | Customer Relationships, Trade Names, and Non-compete Arrangement | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Amortization period (in years) | 5 years | ||||||||||||||||
Eagle Well | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Purchase price, in cash | 48,100,000 | ||||||||||||||||
Goodwill | 10,126,000 | ||||||||||||||||
Eagle Well | Customer relationships | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Amortization period (in years) | 10 years | ||||||||||||||||
Sun Well | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Total purchase price | 68,700,000 | ||||||||||||||||
Purchase price, shares issued | 2,027,500 | ||||||||||||||||
Purchase price, common stock value | 60,800,000 | ||||||||||||||||
Purchase price, in cash | 7,900,000 | ||||||||||||||||
Goodwill, purchase accounting adjustments | 1,800,000 | ||||||||||||||||
Goodwill | 38,401,000 | ||||||||||||||||
Sun Well | Steel Partners | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Ownership percentage | 85.00% | ||||||||||||||||
Equity ownership percentage | 40.00% | ||||||||||||||||
Sun Well | Customer relationships | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Amortization period (in years) | 10 years | ||||||||||||||||
Sun Well | Trade names | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Amortization period (in years) | 5 years | ||||||||||||||||
Eagle Well and Sun Well | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Net revenues | 70,400,000 | ||||||||||||||||
Net income | 14,600,000 | ||||||||||||||||
Impairment of goodwill | 30,400,000 | ||||||||||||||||
Rogue | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Impairment of goodwill | 6,300,000 | ||||||||||||||||
Reversal of contingent consideration | 500,000 | 700,000 | |||||||||||||||
Performance period (in years) | 3 years | ||||||||||||||||
Ruckus | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Total purchase price | 1,000,000 | ||||||||||||||||
Purchase price, in cash | 900,000 | 1,300,000 | |||||||||||||||
Purchase price, additional borrowings | 100,000 | ||||||||||||||||
Ownership percentage | 20.00% | 20.00% | 15.00% | 10.00% | |||||||||||||
Equity ownership percentage | 20.00% | 20.00% | |||||||||||||||
Additional membership interest (as a percent) | 40.00% | 45.00% | |||||||||||||||
Period during which company has the option to acquire additional interest (in years) | 2 years | ||||||||||||||||
Number of directors appointed | 2 | ||||||||||||||||
Number of directors on board | 3 | ||||||||||||||||
Control premium | 50.00% | ||||||||||||||||
Goodwill | 3,600,000 | 3,600,000 | |||||||||||||||
Noncontrolling interest | 2,300,000 | 2,300,000 | |||||||||||||||
Impairment charge | 3,600,000 | ||||||||||||||||
UK Elite | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Purchase price, in cash | 2,300,000 | ||||||||||||||||
Net revenues | 6,200,000 | ||||||||||||||||
Net income | 600,000 | ||||||||||||||||
Ownership percentage | 80.00% | ||||||||||||||||
Goodwill | 2,018,000 | ||||||||||||||||
UK Elite | Customer relationships | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Amortization period (in years) | 4 years | ||||||||||||||||
UK Elite | Trade names | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Amortization period (in years) | 5 years | ||||||||||||||||
Crossfit Facilities | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Purchase price, in cash | 100,000 | ||||||||||||||||
Purchase price, commitment to provide funding | 1,100,000 | ||||||||||||||||
Ownership percentage | 86.00% | 86.00% | 50.00% | ||||||||||||||
Goodwill | 200,000 | ||||||||||||||||
Noncontrolling interest | 100,000 | ||||||||||||||||
Number of Crossfit facilities | 2 | ||||||||||||||||
The Show | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Total purchase price | 1,500,000 | ||||||||||||||||
Ownership percentage | 75.00% | ||||||||||||||||
Impairment of goodwill | $1,800,000 |
Acquisitions_Assets_Acquired_a
Acquisitions Assets Acquired and Liabilities Assumed (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 16, 2013 | Feb. 09, 2012 | 31-May-12 | Jun. 19, 2013 |
In Thousands, unless otherwise specified | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | $30,864 | $67,530 | $53,093 | ||||
Black Hawk | |||||||
Business Acquisition [Line Items] | |||||||
Accounts receivable | 10,114 | ||||||
Prepaid expenses and other current assets | 319 | ||||||
Property and equipment | 30,088 | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 12,210 | ||||||
Accounts payable | -1,584 | ||||||
Accrued expenses | -2,160 | ||||||
Total net identifiable assets | 48,987 | ||||||
Goodwill | 10,576 | ||||||
Net assets acquired | 59,563 | ||||||
Eagle Well | |||||||
Business Acquisition [Line Items] | |||||||
Property and equipment | 23,842 | ||||||
Identifiable intangible assets | 14,300 | ||||||
Accrued expenses | -137 | ||||||
Total net identifiable assets | 38,005 | ||||||
Goodwill | 10,126 | ||||||
Net assets acquired | 48,131 | ||||||
Sun Well | |||||||
Business Acquisition [Line Items] | |||||||
Cash | 3,561 | ||||||
Accounts receivable | 7,233 | ||||||
Prepaid expenses and other current assets | 782 | ||||||
Property and equipment | 29,787 | ||||||
Identifiable intangible assets | 27,300 | ||||||
Other long-term assets | 714 | ||||||
Accounts payable | -1,036 | ||||||
Accrued expenses | -2,030 | ||||||
Other long-term liabilities | -1,805 | ||||||
Long-term debt | -16,000 | ||||||
Capital lease obligations | -1,622 | ||||||
Deferred tax liabilities | -16,539 | ||||||
Total net identifiable assets | 30,345 | ||||||
Goodwill | 38,401 | ||||||
Net assets acquired | 68,746 | ||||||
UK Elite | |||||||
Business Acquisition [Line Items] | |||||||
Cash | 1,126 | ||||||
Marketable securities | 194 | ||||||
Accounts receivable | 637 | ||||||
Prepaid expenses and other current assets | 759 | ||||||
Identifiable intangible assets | 1,050 | ||||||
Other long-term assets | 53 | ||||||
Accrued expenses | -2,577 | ||||||
Deferred tax liabilities | -447 | ||||||
Total net identifiable assets | 795 | ||||||
Goodwill | 2,018 | ||||||
Non-controlling interest | -563 | ||||||
Net assets acquired | $2,250 |
Acquisitions_Pro_Forma_Informa
Acquisitions Pro Forma Information (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Business Combinations [Abstract] | ||
Net revenues | $182,591 | $164,652 |
Income from continuing operations, net of taxes | 27,963 | 32,386 |
Net income | 22,423 | 31,399 |
Net income attributable to Steel Excel Inc. | $25,767 | $30,900 |
Discontinued_Operations_Revenu
Discontinued Operations Revenues and Components of Income Related to Discontinued Operations (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Income (loss) from operations of discontinued operations | $506 | ($5,540) | ($1,935) |
Income (loss) from discontinued operations | 506 | -5,540 | -1,935 |
Ruckus and The Show | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Revenues | 0 | 1,260 | 451 |
Income (loss) from operations of discontinued operations | 506 | -5,540 | -1,935 |
Gain on disposal of discontinued operations | 0 | 0 | 0 |
Income (loss) from discontinued operations | $506 | ($5,540) | ($1,935) |
Discontinued_Operations_Narrat
Discontinued Operations Narrative (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Impairment of goodwill | $36,700 | $36,666 | $0 | $192 |
Ruckus | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Impairment of goodwill | 3,600 | |||
The Show | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Impairment of goodwill | $1,800 |
Investments_Detail
Investments (Detail) (USD $) | 12 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 31, 2013 | Jul. 11, 2013 | 31-May-14 | Jan. 31, 2015 | Aug. 23, 2013 | |
director | director | |||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Loss on financial instrument obligations | $1,821,000 | $0 | $0 | |||||
Proceeds from sales of marketable securities | 116,314,000 | 75,825,000 | 574,074,000 | |||||
Loss on equity-method investees | 6,070,000 | 862,000 | 0 | |||||
Carrying Value | 30,060,000 | 8,339,000 | ||||||
Other investments | 28,525,000 | 25,844,000 | ||||||
Again Faster | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Cost of acquired entity, cash paid | 4,000,000 | |||||||
Again Faster | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Percentage of voting interests acquired | 40.00% | |||||||
iGo | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Shares of common stock acquired (in shares) | 1,316,866 | |||||||
Total consideration | 5,200,000 | |||||||
Ownership | 46.90% | 44.70% | ||||||
Number of directors appointed | 2 | |||||||
Number of directors on board | 4 | |||||||
Partnership | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Other investments | 25,000,000 | |||||||
Fair value | 28,600,000 | |||||||
API | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Ownership | 20.60% | |||||||
Ownership (in shares) | 11,377,192 | |||||||
Purchase price, shares issued | 1,666,666 | |||||||
Loss recognized | 600,000 | |||||||
Subsequent Event | Aviat Networks, Inc. | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Ownership | 12.90% | |||||||
Ownership (in shares) | 8,041,892 | |||||||
Number of directors | 2 | |||||||
Expected loss | 2,800,000 | |||||||
Venture Capital Funds | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Other Investments | 500,000 | |||||||
Promissory Note | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Other Investments | $3,000,000 |
Investments_Portfolio_of_Marke
Investments Portfolio of Marketable Securities (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Available-for-sale securities: | ||
Cost | $195,958 | $229,948 |
Gross Unrealized Gains | 12,675 | 15,930 |
Gross Unrealized Losses | -27,495 | -5,484 |
Estimated Fair Value | 181,138 | 240,394 |
Cash equivalents cost | -42,681 | -61,909 |
Cash equivalents estimated fair value | -42,681 | -61,909 |
Marketable securities cost | 153,277 | 168,039 |
Marketable securities estimated fair value | 138,457 | 178,485 |
Short-term deposits | ||
Available-for-sale securities: | ||
Cost | 42,681 | 60,909 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 42,681 | 60,909 |
Mutual funds | ||
Available-for-sale securities: | ||
Cost | 17,030 | 15,722 |
Gross Unrealized Gains | 4,262 | 5,061 |
Gross Unrealized Losses | -322 | 0 |
Estimated Fair Value | 20,970 | 20,783 |
United States government securities | ||
Available-for-sale securities: | ||
Cost | 50,356 | |
Gross Unrealized Gains | 23 | |
Gross Unrealized Losses | 0 | |
Estimated Fair Value | 50,379 | |
Corporate securities | ||
Available-for-sale securities: | ||
Cost | 103,761 | 69,806 |
Gross Unrealized Gains | 7,821 | 9,961 |
Gross Unrealized Losses | -23,732 | -5,208 |
Estimated Fair Value | 87,850 | 74,559 |
Corporate obligations | ||
Available-for-sale securities: | ||
Cost | 32,486 | 31,356 |
Gross Unrealized Gains | 592 | 885 |
Gross Unrealized Losses | -3,441 | -276 |
Estimated Fair Value | 29,637 | 31,965 |
Commercial paper | ||
Available-for-sale securities: | ||
Cost | 1,799 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Estimated Fair Value | $1,799 |
Investments_Fair_Value_and_Gro
Investments Fair Value and Gross Unrealized Losses of Available for Sale Securities (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Schedule of Available-for-sale Securities [Line Items] | |||
Available-for-sale Securities, Gross Realized Gains | $8,065 | $6,984 | $628 |
Available-for-sale Securities, Gross Realized Losses | -4,300 | -4,376 | -346 |
Available-for-sale Securities, Net Realized Gain (Loss) | 3,765 | 2,608 | 282 |
Unrealized loss position, Less than 12 Months, fair value | 26,086 | ||
Unrealized loss position, Less than 12 Month, Gross Unrealized Losses | -5,033 | ||
Unrealized loss position, 12 Months or Greater, Fair Value | 803 | ||
Unrealized loss position, 12 Month or Greater, Gross Unrealized Losses | -451 | ||
Unrealized loss position, Total, Fair Value | 58,272 | 26,889 | |
Unrealized loss position, Total, Gross Unrealized Losses | -27,495 | -5,484 | |
Corporate securities | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Unrealized loss position, Less than 12 Months, fair value | 15,609 | ||
Unrealized loss position, Less than 12 Month, Gross Unrealized Losses | -4,757 | ||
Unrealized loss position, 12 Months or Greater, Fair Value | 803 | ||
Unrealized loss position, 12 Month or Greater, Gross Unrealized Losses | -451 | ||
Unrealized loss position, Total, Fair Value | 39,869 | 16,412 | |
Unrealized loss position, Total, Gross Unrealized Losses | -23,732 | -5,208 | |
Corporate obligations | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Unrealized loss position, Less than 12 Months, fair value | 10,477 | ||
Unrealized loss position, Less than 12 Month, Gross Unrealized Losses | -276 | ||
Unrealized loss position, 12 Months or Greater, Fair Value | 0 | ||
Unrealized loss position, 12 Month or Greater, Gross Unrealized Losses | 0 | ||
Unrealized loss position, Total, Fair Value | 13,530 | 10,477 | |
Unrealized loss position, Total, Gross Unrealized Losses | -3,441 | -276 | |
Mutual funds | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Unrealized loss position, Total, Fair Value | 4,873 | ||
Unrealized loss position, Total, Gross Unrealized Losses | ($322) | $0 |
Investments_Amortized_Cost_and
Investments Amortized Cost and Estimated Fair Value of Investments in Available-for-sale Securities, by Contractual Maturity (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Cost | |
Mature in one year or less | $212 |
Mature after one year through three years | 0 |
Mature in more than three years | 32,274 |
Total debt securities | 32,486 |
Securities with no contractual maturities | 163,472 |
Total | 195,958 |
Estimated Fair Value | |
Mature in one year or less | 186 |
Mature after one year through three years | 0 |
Mature in more than three years | 29,451 |
Total debt securities | 29,637 |
Securities with no contractual maturities | 151,501 |
Total | $181,138 |
Investments_Financial_Instrume
Investments Financial Instrument Obligations (Details) (Total, USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Schedule of Available-for-sale Securities [Line Items] | |
Initial Obligation | $19,467 |
Estimated Fair Value | 21,311 |
Corporate securities | |
Schedule of Available-for-sale Securities [Line Items] | |
Initial Obligation | 666 |
Estimated Fair Value | 621 |
Market indices | |
Schedule of Available-for-sale Securities [Line Items] | |
Initial Obligation | 18,685 |
Estimated Fair Value | 20,451 |
Covered call options | |
Schedule of Available-for-sale Securities [Line Items] | |
Initial Obligation | 7 |
Estimated Fair Value | 4 |
Naked put options | |
Schedule of Available-for-sale Securities [Line Items] | |
Initial Obligation | 109 |
Estimated Fair Value | $235 |
Investments_Equity_Method_Inve
Investments Equity Method Investments (Details) (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 23, 2013 | 31-May-14 |
Schedule of Available-for-sale Securities [Line Items] | |||||
Carrying Value | $30,060 | $8,339 | |||
Income (Loss) Recognized | -6,070 | -862 | 0 | ||
Fair value of equity-method investment | 24,355 | ||||
iGo | |||||
Schedule of Available-for-sale Securities [Line Items] | |||||
Ownership | 46.90% | 44.70% | |||
API | |||||
Schedule of Available-for-sale Securities [Line Items] | |||||
Ownership | 20.60% | ||||
Traditional equity method | Again Faster | |||||
Schedule of Available-for-sale Securities [Line Items] | |||||
Ownership | 40.00% | 40.00% | |||
Carrying Value | 3,105 | 3,671 | |||
Income (Loss) Recognized | -566 | -329 | |||
Fair value of equity-method investment | 3,400 | ||||
Traditional equity method | iGo | |||||
Schedule of Available-for-sale Securities [Line Items] | |||||
Ownership | 46.90% | 44.70% | |||
Carrying Value | 2,600 | 4,668 | |||
Income (Loss) Recognized | -2,068 | -533 | |||
Fair value option | API | |||||
Schedule of Available-for-sale Securities [Line Items] | |||||
Ownership | 20.60% | ||||
Carrying Value | 24,355 | 0 | |||
Income (Loss) Recognized | ($3,436) | $0 |
Investments_Financial_Results_
Investments Financial Results (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Investments, Debt and Equity Securities [Abstract] | |
Current assets | $115,532 |
Non-current assets | 179,161 |
Current liabilities | 42,200 |
Non-current liabilities | 132,681 |
Revenues | 131,290 |
Gross profit | 29,841 |
Net loss | ($8,046) |
Fair_Value_Measurements_Detail
Fair Value Measurements (Detail) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 11, 2013 | Jan. 31, 2014 | Jun. 30, 2013 | Nov. 30, 2012 | Jan. 28, 2013 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Shares received in exchange for investment in loan (in shares) | 49,136 | |||||||
Debtor in possession, fair value of shares received (in dollars per share) | $109 | |||||||
Convertible notes payable, current | $0 | $346,000 | ||||||
Cash payment for debt redemption | 13,215,000 | 15,500,000 | 3,000,000 | |||||
3.75% Unsecured Convertible Subordinated Debentures Due In 2026 | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Investment, cost | 9,800,000 | 6,000,000 | ||||||
School Specialties | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Debtor-in-possession financing, amount arranged | 21,300,000 | |||||||
Shares received in exchange for convertible debentures (in shares) | 26,457 | |||||||
Debtor in possession, cash received in exchange for investment in loan | 17,500,000 | |||||||
Debtor in possession, gain on disposal of investment in loan | 3,200,000 | |||||||
Debtor in possession, loss on disposal of loan | 1,600,000 | |||||||
Cash And Cash Equivalent | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Financial assets | 1,000,000 | |||||||
Marketable Securities | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Financial assets | 800,000 | |||||||
Face amount | 11,900,000 | |||||||
Senior Notes | Convertible Senior Subordinted Notes Due 2023 | ||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||
Interest rate (as a percent) | 0.75% | 0.75% | ||||||
Convertible notes payable, current | 300,000 | |||||||
Cash payment for debt redemption | $300,000 |
Fair_Value_Measurements_Financ
Fair Value Measurements Financial assets measured at fair value on a recurring basis (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Cash And Cash Equivalent | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | $1,000 | |
Marketable Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 800 | |
Financial instrument obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Liabilities | -21,311 | |
Cash, including short-term deposits | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 51,910 | 72,602 |
Mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 20,970 | 20,783 |
United States Government Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 50,379 | |
Corporate securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 87,850 | 74,559 |
Commercial Paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 1,799 | |
Corporate obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 29,637 | 31,965 |
Investments in Certain Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 525 | 844 |
Financial Assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 190,892 | 252,931 |
Level 1 | Financial instrument obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Liabilities | -21,311 | |
Level 1 | Cash, including short-term deposits | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 51,910 | 72,602 |
Level 1 | Mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 20,970 | 20,783 |
Level 1 | United States Government Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 50,379 | |
Level 1 | Corporate securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 72,798 | 68,624 |
Level 1 | Commercial Paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 0 | |
Level 1 | Corporate obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 0 | 0 |
Level 1 | Investments in Certain Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 0 | 0 |
Level 1 | Financial Assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 145,678 | 212,388 |
Level 2 | Financial instrument obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Liabilities | 0 | |
Level 2 | Cash, including short-term deposits | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 0 | 0 |
Level 2 | Mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 0 | 0 |
Level 2 | United States Government Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 0 | |
Level 2 | Corporate securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 0 | 0 |
Level 2 | Commercial Paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 1,799 | |
Level 2 | Corporate obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 10,793 | 14,535 |
Level 2 | Investments in Certain Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 0 | 0 |
Level 2 | Financial Assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 10,793 | 16,334 |
Level 3 | Financial instrument obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Liabilities | 0 | |
Level 3 | Cash, including short-term deposits | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 0 | 0 |
Level 3 | Mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 0 | 0 |
Level 3 | United States Government Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 0 | |
Level 3 | Corporate securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 15,052 | 5,935 |
Level 3 | Commercial Paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 0 | |
Level 3 | Corporate obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 18,844 | 17,430 |
Level 3 | Investments in Certain Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | 525 | 844 |
Level 3 | Financial Assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Assets | $34,421 | $24,209 |
Fair_Value_Measurements_Reconc
Fair Value Measurements Reconciliation of the beginning and ending balances of the Level 3 assets and liabilities (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance, Start | $24,209 | $2,804 |
Purchases | 13,294 | 45,383 |
Sales | -5,001 | -23,034 |
Realized gain on sale | -129 | 1,556 |
Change in fair value | 2,048 | -2,500 |
Balance, End | $34,421 | $24,209 |
Property_and_Equipment_Net_Det
Property and Equipment, Net (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Property, Plant and Equipment [Abstract] | |||
Depreciation | $14.60 | $10.50 | $7.80 |
Property_and_Equipment_Net_Sch
Property and Equipment, Net Schedule of Property and Equipment (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $139,775 | $124,152 |
Accumulated depreciation | -32,588 | -18,262 |
Property and equipment, net | 107,187 | 105,890 |
Rigs and other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 115,391 | 100,859 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 18,977 | 17,923 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,893 | 1,893 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 2,197 | 1,869 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 673 | 494 |
Assets in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $644 | $1,114 |
Goodwill_and_Other_Intangible_2
Goodwill and Other Intangible Assets Narrative (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangibles | $9,582 | $8,709 | $7,634 | |
Impairment of goodwill | 36,700 | 36,666 | 0 | 192 |
Goodwill | 30,864 | 30,864 | 67,530 | 53,093 |
Accumulated goodwill impairment | 42,231 | 42,231 | 5,565 | |
Impairment loss | 36,666 | 3,577 | ||
Ruckus | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Impairment of goodwill | 3,600 | |||
Energy segment: | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill | 28,693 | 28,693 | 65,359 | 52,939 |
Impairment loss | 36,666 | 0 | ||
Sun Well | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill | 18,100 | 18,100 | ||
Black Hawk | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill | 10,600 | 10,600 | ||
Eagle Well and Sun Well | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Impairment of goodwill | 30,400 | |||
Rogue | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Impairment of goodwill | $6,300 |
Goodwill_and_Other_Intangible_3
Goodwill and Other Intangible Assets Intangible Assets, Net (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $61,621 | $60,695 |
Accumulated Amortization | -25,839 | -16,257 |
Net | 35,782 | 44,438 |
Energy segment: | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 59,410 | 59,410 |
Accumulated Amortization | -25,124 | -16,015 |
Net | 34,286 | 43,395 |
Sports segment: | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 2,211 | 1,285 |
Accumulated Amortization | -715 | -242 |
Net | 1,496 | 1,043 |
Customer relationships | Energy segment: | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 54,430 | 54,430 |
Accumulated Amortization | -21,938 | -13,700 |
Net | 32,492 | 40,730 |
Customer relationships | Sports segment: | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 2,089 | 1,163 |
Accumulated Amortization | -678 | -230 |
Net | 1,411 | 933 |
Trade names | Energy segment: | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 4,860 | 4,860 |
Accumulated Amortization | -3,161 | -2,315 |
Net | 1,699 | 2,545 |
Trade names | Sports segment: | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 122 | 122 |
Accumulated Amortization | -37 | -12 |
Net | 85 | 110 |
Non-compete agreement | Energy segment: | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 120 | 120 |
Accumulated Amortization | -25 | 0 |
Net | $95 | $120 |
Goodwill_and_Other_Intangible_4
Goodwill and Other Intangible Assets Estimated Aggregate Future Amortization Expense (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2015 | $8,211 |
2016 | 7,202 |
2017 | 5,972 |
2018 | 5,229 |
2019 | 2,814 |
Thereafter | 6,354 |
Finite-Lived Intangible Assets, Net | $35,782 |
Goodwill_and_Other_Intangible_5
Goodwill and Other Intangible Assets Goodwill Reconciliation (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Goodwill [Roll Forward] | ||
Balance at beginning of period | $67,530 | $53,093 |
Acquisitions | 0 | 16,170 |
Adjustment to fair value | 0 | 1,844 |
Impairments | -36,666 | -3,577 |
Balance at end of period | 30,864 | 67,530 |
Energy segment: | ||
Goodwill [Roll Forward] | ||
Balance at beginning of period | 65,359 | 52,939 |
Acquisitions | 0 | 10,576 |
Adjustment to fair value | 0 | 1,844 |
Impairments | -36,666 | 0 |
Balance at end of period | 28,693 | 65,359 |
Sports segment: | ||
Goodwill [Roll Forward] | ||
Balance at beginning of period | 2,171 | 154 |
Acquisitions | 0 | 5,594 |
Adjustment to fair value | 0 | 0 |
Impairments | 0 | -3,577 |
Balance at end of period | $2,171 | $2,171 |
Goodwill_and_Other_Intangible_6
Goodwill and Other Intangible Assets Components of Goodwill (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |||
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill | $73,095 | $73,095 | |
Accumulated impairment | -42,231 | -5,565 | |
Goodwill | $30,864 | $67,530 | $53,093 |
Longterm_Debt_Narrative_Detail
Long-term Debt Narrative (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 03, 2013 | |
Debt Instrument [Line Items] | ||||
Long-term debt | $79,285,000 | |||
Interest expense | 3,177,000 | 1,725,000 | 417,000 | |
Loss on extinguishment of debt | 0 | 463,000 | 0 | |
Steel Energy Ltd | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 79,300,000 | |||
Proceeds from dividends received | 80,000,000 | |||
Energy Credit Agreement | Long-term Debt | Steel Energy Ltd | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 80,000,000 | |||
Energy Credit Agreement | Term Loan | Steel Energy Ltd | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 70,000,000 | |||
Energy Credit Agreement | Line of Credit | Revolving Credit Facility | Steel Energy Ltd | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 10,000,000 | |||
Borrowing base of eligible accounts receivable (as a percent) | 85.00% | |||
Amended Credit Agreement | Steel Energy Ltd | ||||
Debt Instrument [Line Items] | ||||
Effective interest rate (as a percent) | 2.80% | |||
Interest expense | 3,100,000 | 1,400,000 | ||
Amended Credit Agreement | Steel Energy Ltd | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Description of variable rate basis | Base Rate | |||
Amended Credit Agreement | Steel Energy Ltd | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Description of variable rate basis | LIBOR | |||
Basis spread on variable rate (as a percent) | 1.00% | |||
Amended Credit Agreement | Steel Energy Ltd | Federal Funds Rate | ||||
Debt Instrument [Line Items] | ||||
Description of variable rate basis | Federal Funds Rate | |||
Basis spread on variable rate (as a percent) | 0.50% | |||
Amended Credit Agreement | Minimum | Steel Energy Ltd | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as a percent) | 1.50% | |||
Amended Credit Agreement | Minimum | Steel Energy Ltd | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as a percent) | 2.50% | |||
Amended Credit Agreement | Maximum | Steel Energy Ltd | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as a percent) | 2.25% | |||
Amended Credit Agreement | Maximum | Steel Energy Ltd | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate (as a percent) | 3.25% | |||
Amended Credit Agreement | Sun Well | Steel Energy Ltd | ||||
Debt Instrument [Line Items] | ||||
Ownership interest (as a percent) | 100.00% | |||
Amended Credit Agreement | Steel Energy Ltd | Steel Partners | ||||
Debt Instrument [Line Items] | ||||
Ownership interest (as a percent) | 35.00% | |||
Amended Credit Agreement | Revolving Credit Facility | Minimum | Steel Energy Ltd | ||||
Debt Instrument [Line Items] | ||||
Commitment fee (as a percent) | 0.38% | |||
Amended Credit Agreement | Revolving Credit Facility | Maximum | Steel Energy Ltd | ||||
Debt Instrument [Line Items] | ||||
Commitment fee (as a percent) | 0.50% | |||
Amended Credit Agreement | Quarterly periods through June 15, 2015 | Steel Energy Ltd | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 3 | |||
Amended Credit Agreement | Quarterly periods through June 30, 2017 | Steel Energy Ltd | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 2.75 | |||
Amended Credit Agreement | Quarterly periods after June 20, 2017 | Steel Energy Ltd | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 2.5 | |||
Amended Credit Agreement | Quarterly periods through December 31, 2016 | Steel Energy Ltd | ||||
Debt Instrument [Line Items] | ||||
Fixed charge coverage ratio | 1.15 | |||
Amended Credit Agreement | Quarterly periods after December 31, 2016 | Steel Energy Ltd | ||||
Debt Instrument [Line Items] | ||||
Fixed charge coverage ratio | 1.25 | |||
Amended Credit Agreement | Long-term Debt | Steel Energy Ltd | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 25,000,000 | |||
Unamortized debt issuance expense | 1,400,000 | |||
Quarterly installments | 3,300,000 | |||
Sun Well Credit Agreement | Sun Well | ||||
Debt Instrument [Line Items] | ||||
Interest expense | 300,000 | 400,000 | ||
Loss on extinguishment of debt | 500,000 | |||
Sun Well Credit Agreement | Term Loan | Sun Well | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 20,000,000 | |||
Sun Well Credit Agreement | Line of Credit | Revolving Credit Facility | Sun Well | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $5,000,000 |
Longterm_Debt_Assets_Pledged_A
Long-term Debt Assets Pledged As Collateral (Details) (Steel Energy Ltd and Subsidiaries, USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Steel Energy Ltd and Subsidiaries | |
Debt Instrument [Line Items] | |
Cash and cash equivalents | $29,198 |
Accounts receivable | 26,741 |
Property and equipment, net | 99,034 |
Intangible assets, net | 34,286 |
Total | $189,259 |
Longterm_Debt_Principal_paymen
Long-term Debt Principal payments under the Energy Credit Agreement (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Disclosure [Abstract] | ||
2015 | $13,214 | |
2016 | 13,214 | |
2017 | 13,214 | |
2018 | 39,643 | |
Total | 79,285 | |
Less current portion | 13,214 | 13,214 |
Total long-term debt | $66,071 | $79,286 |
Leases_Future_Minimum_Rental_P
Leases Future Minimum Rental Payments (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |||
2015 | $1,092,000 | ||
2016 | 1,043,000 | ||
2017 | 664,000 | ||
2018 | 347,000 | ||
2019 | 254,000 | ||
Thereafter | 782,000 | ||
Total minimum lease payments, operating leases | 4,182,000 | ||
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |||
2015 | 437,000 | ||
2016 | 178,000 | ||
2017 | 0 | ||
2018 | 0 | ||
2019 | 0 | ||
Thereafter | 0 | ||
Total minimum lease payments, capital leases | 615,000 | ||
Less amount representing interest | -26,000 | ||
Present value of net minimum lease payments | 589,000 | ||
Less current portion | -412,000 | -412,000 | |
Capital lease obligations, net of current portion | 177,000 | 572,000 | |
Rent expenses under operating leases | $7,700,000 | $3,300,000 | $4,300,000 |
Leases_Asset_Recorded_under_Ca
Leases Asset Recorded under Capital Leases (Details) (Rigs and other equipment, USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Rigs and other equipment | ||
Capital Leased Assets [Line Items] | ||
Rigs and other equipment | $1,871 | $1,871 |
Accumulated depreciation | -559 | -343 |
Net | $1,312 | $1,528 |
Other_Liabilities_Accrued_and_
Other Liabilities Accrued and other liabilities (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Schedule Other Liabilities [Line Items] | ||
Accrued and other liabilities | $8,916 | $7,763 |
Tax-related | ||
Schedule Other Liabilities [Line Items] | ||
Accrued and other liabilities | 238 | 385 |
Accrued compensation and related taxes | ||
Schedule Other Liabilities [Line Items] | ||
Accrued and other liabilities | 5,471 | 4,517 |
Deferred revenue | ||
Schedule Other Liabilities [Line Items] | ||
Accrued and other liabilities | 1,308 | 857 |
Professional services | ||
Schedule Other Liabilities [Line Items] | ||
Accrued and other liabilities | 763 | 608 |
Accrued fuel and rig-related charges | ||
Schedule Other Liabilities [Line Items] | ||
Accrued and other liabilities | 601 | 889 |
Other | ||
Schedule Other Liabilities [Line Items] | ||
Accrued and other liabilities | $535 | $507 |
Other_Liabilities_Other_longte
Other Liabilities Other long-term liabilities (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Tax Credit Carryforward [Line Items] | |||
Reversal of valuation allowance, foreign taxes | $45 | $7,298 | $0 |
Foreign Tax Authority | |||
Tax Credit Carryforward [Line Items] | |||
Reversal of valuation allowance, foreign taxes | $7,200 |
Other_Income_Expense_net_Detai
Other Income (Expense), net (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Other Income and Expenses [Abstract] | |||
Investment income | $6,621 | $4,804 | $1,903 |
Realized gain on sale of marketable securities, net | 3,765 | 2,608 | 282 |
Realized loss on financial instrument obligation | -1,821 | 0 | 0 |
Realized loss upon change to equity method at fair value | -568 | 0 | 0 |
Foreign exchange loss | -1,059 | 0 | 0 |
Gain (loss) on sale of property and equipment | 191 | 132 | -819 |
Loss on extinguishment of debt | 0 | -463 | 0 |
Other | -71 | -7 | -299 |
Other income (expense), net | $7,058 | $7,074 | $1,067 |
Income_Taxes_Narrative_Details
Income Taxes Narrative (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Tax Credit Carryforward [Line Items] | |||||
Income tax benefit | $1,323,000 | $9,342,000 | $15,712,000 | ||
Income tax benefit | 1,700,000 | 1,719,000 | 7,281,000 | 1,373,000 | |
Reversal of tax reserves | 7,236,000 | ||||
Unrecognized tax benefits | 19,076,000 | 19,076,000 | 19,121,000 | 26,419,000 | 29,903,000 |
Unrecognized tax benefits that would impact effective tax rate if recognized | 100,000 | 100,000 | |||
Reversal of valuation allowance, foreign taxes | 45,000 | 7,298,000 | 0 | ||
Federal | |||||
Tax Credit Carryforward [Line Items] | |||||
Operating loss carryforwards | 113,000,000 | 113,000,000 | |||
Federal research and development credit carryforwards | 30,300,000 | 30,300,000 | |||
Domestic | |||||
Tax Credit Carryforward [Line Items] | |||||
Domestic state net operating loss carryforwards | 159,900,000 | 159,900,000 | |||
Federal research and development credit carryforwards | 17,700,000 | 17,700,000 | |||
Foreign Tax Authority | |||||
Tax Credit Carryforward [Line Items] | |||||
Reversal of valuation allowance, foreign taxes | 7,200,000 | ||||
Income tax refund | 1,700,000 | ||||
Stock Option Deductions | Federal | |||||
Tax Credit Carryforward [Line Items] | |||||
Operating loss carryforwards | $10,500,000 | $10,500,000 |
Income_Taxes_Components_of_Inc
Income Taxes Components of Income Tax Benefit (Provision) from Continuing Operations (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Federal: | ||||
Current | ($191) | $14 | $34 | |
Deferred | 105 | 3,402 | 15,066 | |
Federal: | -86 | 3,416 | 15,100 | |
Foreign: | ||||
Current | 1,700 | 1,719 | 7,281 | 1,373 |
Deferred | 0 | -1,696 | 0 | |
Foreign: | 1,719 | 5,585 | 1,373 | |
State: | ||||
Current | -403 | 509 | -979 | |
Deferred | 93 | -168 | 218 | |
State: | -310 | 341 | -761 | |
Income tax benefit | $1,323 | $9,342 | $15,712 |
Income_Taxes_Components_of_Inc1
Income Taxes Components of Income (Loss) from Continuing Operations before Benefit from (Provision for) Income Taxes (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Domestic | ($25,580) | $6,990 | $6,326 |
Foreign | -12 | 59 | 141 |
The components of income (loss) from continuing operations before income taxes | ($25,592) | $7,049 | $6,467 |
Income_Taxes_Effective_Tax_Rat
Income Taxes Effective Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory rate | 35.00% | 35.00% | 35.00% |
State taxes, net of federal benefit | -0.50% | -8.10% | 15.10% |
Foreign losses not benefited | 0.00% | -0.30% | -0.60% |
Changes in tax reserves | 0.20% | -78.60% | -53.90% |
Change in valuation allowance | 30.30% | -78.70% | -263.50% |
Permanent differences | -64.60% | -1.80% | 24.60% |
Foreign tax refund | 6.50% | 0.00% | 0.00% |
Other | -1.70% | 0.00% | 0.30% |
Effective income tax rate | 5.20% | -132.50% | -243.00% |
Income_Taxes_Components_of_Def
Income Taxes Components of Deferred Tax Assets and Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets | ||
Net operating loss carryforward | $49,096 | $61,212 |
Research and development credits | 33,484 | 33,484 |
Compensatory and other accruals | 2,698 | 1,800 |
Unrealized losses on investments | 5,265 | 0 |
Intangible assets | 819 | 0 |
Foreign tax credits | 201 | 0 |
Other, net | 3,725 | 1,785 |
Gross deferred tax assets | 95,288 | 98,281 |
Deferred tax liabilities: | ||
Unremitted foreign earnings | 0 | 7,001 |
Unrealized gains on investments | 0 | 3,704 |
Intangible assets | 0 | 6,525 |
Fixed assets | 19,128 | 13,354 |
Gross deferred tax liabilities | 19,128 | 30,584 |
Net deferred tax asset before valuation allowance | 76,160 | 67,697 |
Valuation Allowance | -78,018 | -69,753 |
Net deferred tax liability | ($1,858) | ($2,056) |
Income_Taxes_Classification_in
Income Taxes Classification in The Balance Sheet of Deferred Tax Assets and Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Income Tax Disclosure [Abstract] | ||
Deferred income tax assets - current | $1,696 | $0 |
Deferred income tax assets - non-current | 80 | 1,556 |
Total deferred income tax assets | 1,776 | 1,556 |
Deferred income tax liabilities - current | 85 | 3,612 |
Deferred income tax liabilities - non-current | 3,549 | 0 |
Total deferred income tax liabilities | 3,634 | 3,612 |
Net deferred tax liability | ($1,858) | ($2,056) |
Income_Taxes_Unrecognized_Tax_
Income Taxes Unrecognized Tax Benefits Roll Forward (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at beginning of period | $19,121 | $26,419 | $29,903 |
Additions | 0 | 0 | 0 |
Expiration of statute of limitations | -45 | -7,298 | 0 |
Settlements | 0 | 0 | -3,484 |
Balance at ending of period | $19,076 | $19,121 | $26,419 |
Stock_Benefit_Plans_Narrative_
Stock Benefit Plans Narrative (Details) (USD $) | 12 Months Ended |
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Compensation expense not yet recognized | $1.10 |
Period for recognition (in years) | 1 year 2 months 12 days |
Stock Options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Equity-based awards outstanding (in shares) | 56,000 |
Stock Options | 2004 Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Option term (in years) | 7 years |
Equity-based awards outstanding (in shares) | 73,969 |
Stock Options | 2004 Plan | Employees Who Own More Than 10% of the Voting Power of All Classes of Stock | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Option term (in years) | 5 years |
Ownership in voting powers ( as a percent) | 10.00% |
Exercise price as a percentage of fair value of common stock | 110.00% |
Stock Options | 2004 Plan | Other Employees and Consultants | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise price as a percentage of fair value of common stock | 100.00% |
Stock Options | 2004 Plan | Other Employees and Consultants | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise price as a percentage of fair value of common stock | 85.00% |
Stock Options | 2006 Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Option term (in years) | 10 years |
Exercise price as a percentage of fair value of common stock | 100.00% |
Equity-based awards outstanding (in shares) | 38,250 |
Stock Appreciation Rights (SARs) | 2004 Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Option term (in years) | 7 years |
Exercise price as a percentage of fair value of common stock | 100.00% |
Stock Appreciation Rights (SARs) | 2006 Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Option term (in years) | 10 years |
Exercise price as a percentage of fair value of common stock | 100.00% |
Restricted Stock | 2004 Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Purchase price (in dollars per share) | $0.00 |
Common Stock | 2004 Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares reserved for future issuance (in shares) | 1,805,613 |
Shares available for issuance (in shares) | 1,543,891 |
Common Stock | 2006 Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares reserved for future issuance (in shares) | 1,200,000 |
Shares available for issuance (in shares) | 401,545 |
Stock_Benefit_Plans_Valuation_
Stock Benefit Plans Valuation Assumptions (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Expected life (in years) | 1 year 1 month 6 days |
Risk-free interest rate (as a percent) | 0.20% |
Expected volatility (as a percent) | 58.00% |
Dividend yield (as a percent) | 0.00% |
Stock_Benefit_Plans_Stockbased
Stock Benefit Plans Stock-based Compensation Expense by Type of Equity Award (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | $2,806 | $2,040 | $1,487 |
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | 36 | 91 | 92 |
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | $2,770 | $1,949 | $1,395 |
Stock_Benefit_Plans_Stock_Opti
Stock Benefit Plans Stock Options Roll Forward (Details) (Stock Options, USD $) | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 |
Stock Options | |
Shares | |
Outstanding | 56,000 |
Exercisable | 55,000 |
Weighted-Average Remaining Contractual Term (Years) | 4 years 2 months 12 days |
Weighted Average Exercise Price (in dollars per share) | |
Outstanding | $30.14 |
Exercisable | $30.17 |
Weighted-Average Remaining Contractual Term (Years) | 4 years 2 months 12 days |
Aggregate Intrinsic Value | |
Outstanding | $0 |
Exercisable | $0 |
Stock_Benefit_Plans_Restricted
Stock Benefit Plans Restricted Stock Roll Forward (Details) (Restricted Stock, USD $) | 12 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 |
Restricted Stock | |
Shares | |
Balance, beginning of period | 142 |
Awarded | 24 |
Vested | -97 |
Forfeited | -12 |
Balance, end of period | 57 |
Weighted Average Grant Date Fair Value (in dollars per share) | |
Balance, beginning of period | $28.19 |
Awarded | $32.69 |
Vested | $28.21 |
Forfeited | $28.07 |
Balance, end of period | $30.10 |
Stock_Benefit_Plans_Informatio
Stock Benefit Plans Information Relating to Fair Value of Grants of Equity Awards and the Fair Value of Options Exercised and Restricted Shares Vested (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Net issuance of restricted shares | ($119) | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average fair value on grant date: Options | 0 | 0 | 27 |
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average fair value on grant date: Restricted Stock | 788 | 3,977 | 2,795 |
Net issuance of restricted shares | $2,739 | $2,797 | $415 |
Net_Income_Loss_Per_Share_Reco
Net Income (Loss) Per Share Reconciliation of Numerator and Denominator of Basic and Diluted Net (Loss) Income Per Share (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Numerators: | |||||||||||
Net income (loss) from continuing operations | ($36,121) | ($945) | $8,732 | $4,065 | $8,895 | $3,047 | $1,080 | $3,369 | ($24,269) | $16,391 | $22,179 |
Non-controlling interest | 235 | 156 | 22 | ||||||||
Net income (loss) from continuing operations attributable to Steel Excel Inc. | -24,034 | 16,547 | 22,201 | ||||||||
Income (loss) from discontinued operations | 506 | -5,540 | -1,935 | ||||||||
Non-controlling interest | -279 | 3,188 | 427 | ||||||||
Income (loss) from discontinued operations attributable to Steel Excel Inc. | 227 | -2,352 | -1,508 | ||||||||
Net income (loss) attributable to Steel Excel Inc. | ($35,758) | ($1,183) | $8,743 | $4,391 | $7,344 | $2,470 | $1,071 | $3,310 | ($23,807) | $14,195 | $20,693 |
Denominators: (in shares) | |||||||||||
Basic weighted average common shares outstanding | 11,678,000 | 12,584,000 | 12,110,000 | ||||||||
Effect of dilutive securities - stock-based awards | 0 | 18,000 | 23,000 | ||||||||
Diluted weighted average common shares outstanding | 11,678,000 | 12,602,000 | 12,133,000 | ||||||||
Basic income (loss) per share attributable to Steel Excel Inc.: (in dollars per share) | |||||||||||
Net income (loss) from continuing operations | ($2.06) | $1.31 | $1.83 | ||||||||
Income (loss) from discontinued operations, net of taxes | $0.02 | ($0.19) | ($0.12) | ||||||||
Net income (loss) | ($3.15) | ($0.10) | $0.74 | $0.37 | $0.75 | $0.23 | $0.09 | $0.26 | ($2.04) | $1.13 | $1.71 |
Diluted income (loss) per share attributable to Steel Excel Inc.: (in dollars per share) | |||||||||||
Net income (loss) from continuing operations | ($2.06) | $1.31 | $1.83 | ||||||||
Income (loss) from discontinued operations, net of taxes | $0.02 | ($0.19) | ($0.12) | ||||||||
Net income (loss) | ($3.15) | ($0.10) | $0.73 | $0.37 | $0.75 | $0.23 | $0.09 | $0.26 | ($2.04) | $1.13 | $1.71 |
Shares excluded from earnings per share calculation | -20,000 |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Income - Changes, net of tax, in Accumulated Other Comprehensive income (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Balance, beginning of period | $6,516 | ||
Other comprehensive income (loss) before reclassifications | -20,023 | ||
Reclassifications from accumulated other comprehensive income | -5,223 | ||
Other Comprehensive Income (Loss), Net of Tax | -25,246 | 5,570 | 203 |
Balance, end of period | -18,730 | 6,516 | |
Unrealized Gain (Loss) on Securities | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Balance, beginning of period | 6,921 | ||
Other comprehensive income (loss) before reclassifications | -20,043 | ||
Reclassifications from accumulated other comprehensive income | -5,223 | ||
Other Comprehensive Income (Loss), Net of Tax | -25,266 | ||
Balance, end of period | -18,345 | ||
Cumulative Translation Adjustment | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Balance, beginning of period | -405 | ||
Other comprehensive income (loss) before reclassifications | 20 | ||
Reclassifications from accumulated other comprehensive income | 0 | ||
Other Comprehensive Income (Loss), Net of Tax | 20 | ||
Balance, end of period | ($385) |
Supplemental_Cash_Flow_Informa1
Supplemental Cash Flow Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Supplemental Cash Flow Elements [Abstract] | |||
Interest paid | $2,707 | $1,304 | $434 |
Income taxes paid (refunded) - net | -1,507 | 916 | -1,130 |
Non-cash investing and financing activities: | |||
Reclassification of available-for-sale securities to equity method investment | 27,647 | 0 | 0 |
Securities received in exchange for financial instrument obligations | 20,007 | 0 | 0 |
Securities delivered in exchange for settlement of financial instrument obligations | 520 | 0 | 0 |
Contribution of note payable by non-controlling interest | 268 | 0 | 0 |
Restricted stock awards returned in connection with net-share settlement upon vesting | 120 | 0 | 0 |
Non-controlling interests recognized in connection with acquisitions | 0 | 2,896 | 82 |
Issuance of common stock for acquisition of Sun Well | $0 | $0 | $60,825 |
Related_Party_Transactions_Det
Related Party Transactions (Detail) (USD $) | 12 Months Ended | 10 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 31, 2012 | Dec. 31, 2014 | Sep. 30, 2014 | Oct. 31, 2013 | |
Percentage Owned By Steel Partners | Steel Excel | |||||||
Related Party Transaction [Line Items] | |||||||
Ownership | 58.00% | 58.00% | |||||
SP Corporate Services LLC | |||||||
Related Party Transaction [Line Items] | |||||||
Expenses from transactions with related party | $9,100,000 | $4,400,000 | $2,700,000 | ||||
SP Corporate Services LLC | Monthly Fees for Financial Management and Administrative Services | |||||||
Related Party Transaction [Line Items] | |||||||
Expenses from transactions with related party | 35,000 | ||||||
SP Corporate Services LLC | Monthly Expanded Services | |||||||
Related Party Transaction [Line Items] | |||||||
Expenses from transactions with related party | 300,000 | 679,000 | 667,000 | ||||
SPH GP | |||||||
Related Party Transaction [Line Items] | |||||||
Accounts receivable owed by related parties | 300,000 | 300,000 | 300,000 | ||||
Mutual Securities, Inc. [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Commissions | 300,000 | 200,000 | 100,000 | ||||
iGo | |||||||
Related Party Transaction [Line Items] | |||||||
Management fees revenue | 400,000 | ||||||
Web Bank | Interest Income | |||||||
Related Party Transaction [Line Items] | |||||||
Revenue from related parties | 100,000 | 100,000 | |||||
Web Bank | Short-term deposits | |||||||
Related Party Transaction [Line Items] | |||||||
Due from related parties, current | $12,300,000 | $15,200,000 | $12,300,000 |
Segment_Information_Detail
Segment Information (Detail) | 12 Months Ended |
Dec. 31, 2014 | |
segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Segment_Information_Operating_
Segment Information Operating Results (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues | ||||
Revenues | $210,148 | $120,028 | $100,104 | |
Operating income (loss) before goodwill impairments | ||||
Operating income (loss) before goodwill impairments | -23,403 | 2,562 | 5,817 | |
Corporate and other business activities | -82,572 | -32,081 | -28,223 | |
Goodwill, Impairment Loss | -36,700 | -36,666 | 0 | -192 |
Interest expense | -3,177 | -1,725 | -417 | |
Other income, net | 7,058 | 7,074 | 1,067 | |
Income (loss) from continuing operations before income taxes | -19,522 | 7,911 | 6,467 | |
Depreciation and amortization | 24,156 | 19,185 | 15,303 | |
Steel Energy | ||||
Revenues | ||||
Revenues | 191,608 | 109,624 | 97,191 | |
Operating income (loss) before goodwill impairments | ||||
Operating income (loss) before goodwill impairments | 29,889 | 12,381 | 16,837 | |
Depreciation and amortization | 22,530 | 18,392 | 14,785 | |
Steel Sports | ||||
Revenues | ||||
Revenues | 18,540 | 10,404 | 2,913 | |
Operating income (loss) before goodwill impairments | ||||
Operating income (loss) before goodwill impairments | -2,161 | -1,408 | -1,869 | |
Depreciation and amortization | 1,626 | 793 | 518 | |
Total Segment | ||||
Operating income (loss) before goodwill impairments | ||||
Operating income (loss) before goodwill impairments | 27,728 | 10,973 | 14,968 | |
Corporate | ||||
Operating income (loss) before goodwill impairments | ||||
Corporate and other business activities | -14,465 | -8,411 | -8,959 | |
Goodwill, Impairment Loss | ($36,666) | $0 | ($192) |
Segment_Information_Revenue_by
Segment Information Revenue by Major Customers, by Reporting Segments (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenue, Major Customer [Line Items] | |||||||||||
Net revenues | $54,482 | $58,583 | $51,924 | $45,159 | $33,496 | $31,420 | $28,761 | $26,351 | $210,148 | $120,028 | $100,104 |
Sales | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Number of customers | 2 | 2 | 2 | ||||||||
Sales | Customer A | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Net revenues | 43,500 | 20,400 | 11,200 | ||||||||
Concentration risk (as a percent) | 20.70% | 17.00% | 11.10% | ||||||||
Sales | Customer B | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Net revenues | $42,700 | $12,700 | $11,000 | ||||||||
Concentration risk (as a percent) | 20.30% | 10.50% | 11.00% |
Segment_Information_Assets_Det
Segment Information Assets (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Total assets: | |||
Total Assets | $479,354 | $538,694 | |
Total capital expenditures | 15,939 | 8,932 | 11,818 |
Equity method investments | 30,060 | 8,339 | |
Steel Energy | |||
Total assets: | |||
Total Assets | 220,262 | 244,401 | |
Total capital expenditures | 15,313 | 5,846 | |
Steel Sports | |||
Total assets: | |||
Total Assets | 18,625 | 20,495 | |
Total capital expenditures | 626 | 3,086 | |
Equity method investments | 3,100 | ||
Corporate | |||
Total assets: | |||
Total Assets | 240,467 | 273,798 | |
Equity method investments | $27,000 |
Stock_Split_Details
Stock Split (Details) (USD $) | 1 Months Ended | 12 Months Ended | 1 Months Ended |
In Thousands, except Share data, unless otherwise specified | Jul. 31, 2014 | Dec. 31, 2014 | Jun. 30, 2014 |
Class of Stock [Line Items] | |||
Reverse/forward stock split | $10,100 | $10,070 | |
Reverse/forward stock split (in shares) | 295,659 | ||
Reverse Stock Split | |||
Class of Stock [Line Items] | |||
Stockholder ownership requiring cash payment, maximum | 0.002 | ||
Conversion ratio | 0.002 | ||
Forward Stock Split | |||
Class of Stock [Line Items] | |||
Conversion ratio | 500 | ||
Restricted Stock | |||
Class of Stock [Line Items] | |||
Reverse/forward stock split (in shares) | 1,388 |
Selected_Quarterly_Financial_D2
Selected Quarterly Financial Data (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement [Abstract] | |||||||||||
Net revenues | $54,482 | $58,583 | $51,924 | $45,159 | $33,496 | $31,420 | $28,761 | $26,351 | $210,148 | $120,028 | $100,104 |
Gross profits | 14,598 | 17,984 | 15,738 | 10,849 | 10,172 | 8,080 | 8,705 | 7,686 | 59,169 | 34,643 | 34,040 |
Net income (loss) from continuing operations | -36,121 | -945 | 8,732 | 4,065 | 8,895 | 3,047 | 1,080 | 3,369 | -24,269 | 16,391 | 22,179 |
Net income (loss) | -35,615 | -945 | 8,732 | 4,065 | 4,832 | 2,159 | 886 | 2,974 | -23,763 | 10,851 | 20,244 |
Net income (loss) attributable to Steel Excel Inc. | -35,758 | -1,183 | 8,743 | 4,391 | 7,344 | 2,470 | 1,071 | 3,310 | -23,807 | 14,195 | 20,693 |
Net income (loss) from continuing operations attributable to Steel Excel Inc. | -35,985 | -1,183 | 8,743 | 4,391 | 9,173 | 2,869 | 1,116 | 3,389 | |||
Net income, basic (in dollars per share) | ($3.15) | ($0.10) | $0.74 | $0.37 | $0.75 | $0.23 | $0.09 | $0.26 | ($2.04) | $1.13 | $1.71 |
Net income, diluted (in dollars per share) | ($3.15) | ($0.10) | $0.73 | $0.37 | $0.75 | $0.23 | $0.09 | $0.26 | ($2.04) | $1.13 | $1.71 |
Impairment of goodwill | 36,700 | 36,666 | 0 | 192 | |||||||
Income tax benefit | $1,700 | $1,719 | $7,281 | $1,373 |
Schedule_II_Valuation_and_Qual1
Schedule II - Valuation and Qualifying Accounts (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance for doubtful accounts | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of period | $0 | $0 | $80 |
Charged to costs and expenses | 0 | 0 | 0 |
Charged to other accounts | 0 | 0 | 0 |
Deductions | 0 | 0 | -80 |
Balance at end of period | 0 | 0 | 0 |
Valuation allowance on deferred tax assets | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of period | 69,753 | 37,173 | 69,508 |
Charged to costs and expenses | 8,265 | 32,580 | 0 |
Charged to other accounts | 0 | 0 | 0 |
Deductions | 0 | 0 | -32,335 |
Balance at end of period | $78,018 | $69,753 | $37,173 |